The Registrar of Companies (ROC), Haryana, imposed penalties under Section 117(2) of the Companies Act, 2013 for delayed filing of e-Form MGT-14 relating to a special resolution authorising the private placement of 20,000 Compulsorily Convertible Debentures (CCDs). The company had passed the special resolution on 10 April 2023 but was required to file MGT-14 within 30 days. Instead, the form was filed only on 27 November 2023, resulting in a delay of 231 days. The company voluntarily disclosed the default through Form GNL-1 and admitted that the lapse was inadvertent. During adjudication proceedings, it was established that the company qualified both as a Small Company and a recognised Start-up under DPIIT. Applying the beneficial provisions of Section 446B, the ROC reduced the penalties by half and imposed a penalty of ₹16,500 each on the company and every officer in default for the delayed compliance.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Haryana
3rd Floor, Corporate Bhawan, Plot No.4-B, Sector 27-B, Chandigarh, Haryana, India, 160019
Phone: 011-26235703
E-mail: roc.haryana@mca.gov.in
Order ID: PO/ADJ/05-2026/HR/02148 | Dated: 04/06/2026
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (THE ACT’) FOR VIOLATION OF SECTION 117(2) 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, 201414 for adjudging penalties under the provisions of this Act.
B. Company details:
In the matter relating to THEGOT HOSPITALITY PRIVATE LIMITED [herein after known as Company] bearing CIN U15549HR2020PTC085935, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at 8TH FLOOR, BUILDING NO.8, TOWER C, DLF CYBER HUB, NA GURGAON GURGAON HARYANA INDIA 122002
Individual details:
In the matter relating to JAGRATO ROY……………
In the matter relating to ARMAAN BINDRA…………
In the matter relating to JOSEPH ROCHUNGH TOUTHANG…………
In the matter relating to YUSUNG EO……………….
In the matter relating to SHWETA SANJAY DALVI…………
C. Provisions of the Act:
(2) If any company fails to file the resolution or the agreement under sub-section (1) before the expiry of the period specified therein, such company shall be liable to a penalty of ten thousand rupees and in case of continuing failure, with a further penalty of one hundred rupees for each day after the first during which such failure continues, subject to a maximum of two lakh rupees and every officer of the company who is in default including liquidator of the company, if any, shall be liable to a penalty of ten thousand rupees and in case of continuing failure, with a further penalty of one hundred rupees for each day after the first during which such failure continues, subject to a maximum of fifty thousand rupees.
D. Facts about the case:
2. Default committed by the officers in default/noticee – That this office is in receipt of suo moto application for adjudication through Form GNL-1 vide SRN N00884544 (dated 08.10.2024) and N31174253 (dated 09.06.2025) for default of various provisions of the Companies Act, 2013 r/w Rules specified therein. Due to multiple non-compliances, it was observed that there was requirement of calling some additional information/documents in the matter and therefore, a notice u/s 206(1) was issued on 19.05.2025. The response was received on 26.08.2025. In view of the application and response to this office notice, following is observed that the Company passed a Special Resolution at the Extra-ordinary General Meeting held on 10.04.2023 for the issuance of 20,000 Compulsorily Convertible Debentures (CCDs) on a private placement basis at face value of Rs. 100/- each. Pursuant to section 117 of CA, 2013, the company was required to file MGT-14 within 30 days of passing the Special Resolution. However, the company filed the SR dated 10.04.2023 in e-Form MGT-14 vide AA6183563 on 27.11.2023 with a delay of 231 days (i.e. 10.05.2023 to 26.11.2023).
Therefore, in view of the above, the company and its officers need to show cause as to why they should not be penalized u/s 117(2) of CA, 2013 for the said non-compliance.
2. Company and its officers vide their reply dated 06.01.2026, admitted that the violation occurred inadvertently. They have also sought an opportunity to present their case. Accordingly hearing in the matter was held on 21.04.2026.
E. Order:
1. That this office is in receipt of suo moto application for adjudication through Form GNL-1 vide SRN N00884544 (dated 08.10.2024) and N31174253 (dated 09.06.2025) for default of various provisions of the Companies Act, 2013 r/w Rules specified therein. Due to multiple non-compliances, it was observed that there was requirement of calling some additional information/documents in the matter and therefore, a notice u/s 206(1) was issued on 19.05.2025. The response was received on 26.08.2025.
In view of the application and response to this office notice, following is observed:
That the Company passed a Special Resolution at the Extra-ordinary General Meeting held on 10.04.2023 for the issuance of 20,000 Compulsorily Convertible Debentures (CCDs) on a private placement basis at face value of Rs. 100/- each. Pursuant to section 117 of CA, 2013, the company was required to file MGT-14 within 30 days of passing the Special Resolution. However, the company filed the SR dated 10.04.2023 in e-Form MGT-14 vide AA6183563 on 27.11.2023 with a delay of 231 days (i.e. 10.05.2023 to 26.11.2023).
Therefore, in view of the above, the company and its officers were asked to show cause as to why they should not be penalized u/s 117(2) of CA, 2013 for the said non-compliance.
Hearing in the matter was held on 21.04.2026 which was attended by the authorized representative of the Company and its officers, wherein she has also admitted the default and further submitted that the Company falls in the category of a Small Company and is also recognized as a Start-up Company by the Department for promotion of Industry and Internal Trade vide certificate No. DI PP80660.
Further, from the Financial Statements of the Company for FY 2022-23 to 2024-25, it is observed that the Company indeed falls in the category of a Small Company. Hence the penalty is levied in terms of Section 446B of the Companies Act, 2013 by making it one half of the amount mentioned in Show Cause Notice.
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 | THEGOT HOSPITALITY PRIVATE LIMITED having CIN as U15549HR2020P TC085935 | 16500 | 0 | 200000 | |
| 2 | JAGRATO ROY having DIN as
07315889 |
16500 | 0 | 50000 | |
| 3 | ARMAAN
BIN DRA having DIN as 08727253 |
16500 | 0 | 50000 | |
| 4 | JOSEPH ROCHUNGH TOUTHANG having DIN as 08727254 |
16500 | 0 | 50000 | |
| 5 | YUSUNG EO having DIN as
08768197 |
16500 | 0 | 50000 | |
| 6 | SHWETA SANJAY DALVI having DIN as 09813043 | 16500 | 0 | 50000 |
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 Chandigarh 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.
Sanjaya verma,
Registrar of Companies
ROC Haryana
