In the adjudication order issued by the Registrar of Companies, Ernakulam under Section 454 of the Companies Act, 2013, penalties were imposed for violation of Section 12(8) of the Companies Act, 2013 relating to non-maintenance of a functional registered office. The company, AAB Consultants Private Limited, failed to receive statutory notices sent under Section 206(1), which were returned undelivered with remarks such as “Unclaimed/Absent.” Additionally, no intimation of change in registered office was filed with the Registrar. The default was treated as continuing from 01.06.2024. Despite issuance of a show cause notice and opportunity for hearing, no response was received. Consequently, the adjudicating officer imposed a penalty of ₹1,00,000 each on the company and its officer in default. The order directs rectification and payment within 90 days, with provisions for appeal before the Regional Director within 60 days.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Ernakulam
Registrar Of Companies, Corporate Bhawan, BMC Road, Thrikkakara, Ernakulam, Kerala, India, 682021
Phone: 0484-2421626/2421310
Fax: 0484-2422327
E-mail: roc.ernakulam@mca.gov.in
Order ID: PO/ADJ/03-2026/EK/01895 | Dated: 30/03/2026
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 12(8) OF THE COMPANIES ACT, 2013.
A. Appointment of Adjudicating Officer:
Ministry of Corporate Affairs vide its Gazette notification number S.O. 831(E) dated 24/03/2015 appointed undersigned as Adjudicating Officer in exercise of the powers conferred by section 454 of the Companies Act, 2013 [herein after known as Act] read with Companies (Adjudication of Penalties) Rules, 2014 for adjudging penalties under the provisions of this Act.
B. Company details:
In the matter relating to AAB CONSULTANTS PRIVATE LIMITED [herein after known as Company] bearing CIN U67190KL2022PTC076888, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at 39/2475-B1, SUITE 411, LR TOWERS, SJRRA104, SOUTH JANATHA RD, PALARIVATTOM NA KOCHI ERNAKULAM KERALA INDIA 682025
Individual details:
In the matter relating to ARUN CHANDRAN MEDAYIL _________
C. Provisions of the Act:
If any default is made in complying with the requirements of this section, the company and every officer who is in default shall be liable to a penalty of one thousand rupees for every day during which the default continues but not exceeding one lakh rupees
D. Facts about the case:
1. Default committed by the officers in default/noticee – Non-maintenance of registered office
1. Notices under Section 206(1) of the Companies Act, 2013 were issued by this office AAB Consultants Private Limited on 06.05.2024 & 16.06.2025, in connection with complaint received against the company. These notices were dispatched by speed/registered post to the company?s registered office address as per MCA records, i.e., 39/2475-B1, Suite 411, LR Towers, SJRRA104, South JanathaRd, Palarivattom, Ernakulam, Kochi, Kerala, India, 682025.
2. However, both communications were returned undelivered with the postal endorsement ?Unclaimed/Absent?. It is further noted that the company has not filed any intimation of change in the registered office with the Registrar of Companies in terms of Section 12 of the Act.
3. Accordingly, the company is deemed to have failed to maintain a functional registered office capable of receiving communications and notices, in contravention of Section 12 of the Companies Act, 2013. The default is considered to be continuing from 01.06.2024, being the date on which the first notice was returned undelivered.
2. Opportunity for hearing was given.
E. Order:
1. A Show Cause Notice dated 02.01.2026 was issued to the company and its officers in default under Section 454 of the Companies Act, 2013, calling upon them to explain why penalty should not be imposed under Section 12(8) of the Act for the default committed.
Subsequently, a notice for e-hearing was issued on 24.02.2026 in terms of Section 454(4) of the Act, fixing the date of hearing on 03.03.2026. But none attended the hearing.
After considering the material available on record, and in exercise of the powers conferred under Section 454(3) of the Companies Act, 2013 read with Rule 3 of the Companies (Adjudication of Penalties) Rules, 2014, penalty as prescribed under Section 12(8) of the Act is hereby imposed on the company and its officers in default.
2. The details of penalty imposed on the company, officers in default and others are shown in the table below:
| (A) | Name of person on whom penalty imposed (B) | Rectification of Default required (C) | Penalty Amount (D) | Additional Penalty (E) (*Per day of continuing default i.e. date of rectification of default less order issue date) | Maximum limit for Penalty (F) |
| 1 | AAB CONSULTANTS PRIVATE LIMITED having CIN as U67190KL2022P TC076888 | 100000 | 0 | 100000 | |
| 2 | ARUN CHANDRAN MEDAYIL having DIN as 09679225 | 100000 | 0 | 100000 |
3. The notified officers in default/noticee shall rectify the default mentioned above and pay the penalty, so applicable within 90 days of receipt of the order.
4. The notified officers in default/noticee shall pay the penalty amount via ‘e-Adjudication’ facility which can be accessed through the respective login IDs on the website of Ministry of Corporate Affairs and upload the copy of paid challan / SRN of e-filing (if applicable) on the ‘e-Adjudication’ portal itself. It is also directed that the penalty so imposed upon the officers in default shall be paid from their personal sources/income.
5. Appeal against this order may be filed in writing with the Regional Director, RD Bangalore within a period of sixty days from the date of receipt of this order, in Form ADJ setting for the grounds of appeal and shall be accompanied by a certified copy of this order [Section 454 (5) & 454 (6) of the Act, read with Companies (Adjudication of Penalties) Rules, 2014].
6. For penal consequences of non-payment of penalty within the prescribed time limit, please refer Section 454(8) of the Companies Act, 2013.
Arun meganathan,
Registrar of Companies
ROC Ernakulam
