This document outlines an adjudication order issued by the Registrar of Companies (ROC) in Bangalore, a part of the Ministry of Corporate Affairs, against PACE DIGITEK LIMITED and two individuals, Venugopal Rao Maddisetty and Maddisetty Padma. The order, dated July 22, 2025, details penalties imposed for a specific violation of the Companies Act, 2013. The case centers on the company’s non-compliance with Section 203(5) of the Act, which requires the appointment of a whole-time company secretary when a company’s paid-up capital reaches a certain threshold. According to the order, PACE DIGITEK LIMITED’s paid-up capital increased on December 9, 2015, making the provision applicable. However, the company failed to appoint a company secretary until March 1, 2019. This resulted in a default period of 1178 days, during which the company and its key managerial personnel were in violation of the statutory requirement. The order serves as an official record of the breach and the subsequent financial consequences for the company and its designated officers.
The adjudication process commenced when the company itself filed a suo-motu application on January 8, 2025, acknowledging the violation. Following this, the ROC issued a show-cause notice to the company and the officers in default on February 19, 2025. Both parties submitted a reply on March 12, 2025, and an e-hearing was subsequently scheduled for July 2, 2025. During the hearing, a practicing company secretary representing the company and the individuals confirmed the details as outlined in the initial application. The order further notes that the company does not fall under the definition of a “small company” as per Section 2(85) of the Companies Act, 2013. Consequently, the provisions for a lesser penalty, as provided under Section 446B of the Act, were not applicable to this case. This procedural diligence ensured that all parties were given an opportunity to present their case before the final penalty was determined and issued.
Based on the findings and the submissions made, the ROC imposed a penalty of ₹500,000 on the company, PACE DIGITEK LIMITED. Additionally, the two individuals identified as officers in default, Venugopalrao Maddisetty and Maddisetty Padma, were each penalized ₹500,000. The order specifies that the total penalty of ₹1,500,000 must be paid by the respective parties within 90 days of receiving the order. It also clarifies that the penalties levied on the individuals must be paid from their personal funds. The document provides instructions for paying the penalty through the ‘e-Adjudication’ facility on the Ministry of Corporate Affairs website. It also outlines the process for filing an appeal, which can be done in writing with the Regional Director, RD Hyderabad, within sixty days of receiving the order. Non-payment of the penalty within the stipulated time will result in further consequences as per Section 454(8) of the Companies Act, 2013.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC : ROC Bangalore
Address : Registrar Of Companies ‘E’ Wing 2nd Floor Kendriya Sadana Kormangala Bangalore – 560034, India, Karnataka
Phone : 080-25633105,080-25537449, E-Mail : roc.bangalore@mca.gov.in
Order ID: PO/ADJ/07-2025/BL/00495 Dated: 22/07/2025
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 203(5) 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 PACE DIGITEK LIMITED [herein after known as Company] bearing CIN
U31909KA2007PLC041949, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at Plot # V 12, Industrial Estate, Kumbalgodu, Bangalore Mysore Highway, Plot # V 12, Industrial Estate, Kumbalgodu, Bangalore Mysore Highway, NA Bangalore Karnataka India 560074
Individual details:
In the matter relating to VENUGOPALRAO MADDISETTY [herein after known as individual] having DIN 02070491 and having its address at No 09 TUSTI, Amma School Road, No 09 TUSTI, Amma School Road, Bangalore South Bangalore Karnataka India 560056
In the matter relating to MADDISETTY PADMA [herein after known as individual] having DIN 02070662 and having its address at No 09 TUSTI, Amma School Road, No 09 TUSTI, Amma School Road, Bangalore South Bangalore Karnataka India 560056
C. Provisions of the Act:
If any company makes any default in complying with the provisions of this section, such company shall be liable to a penalty of five lakh rupees and every director and key managerial personnel of the company who is in default shall be liable to a penalty of fifty thousand rupees and where the default is a continuing one, with a further penalty of one thousand rupees for each day after the first during which such default continues but not exceeding five lakh rupees.
D. Facts about the case:
1. Default committed by the officers in default/noticee – The company has filed an adjudication application on 08.01.2025 for violation of section 203 of the Act. The company had increased its paidup capital on 09.12.2015 wherein provisions of section 203 were applicable. However, the company appointed company secretary only w.e.f. 01.03.2019.
2. The company and officers in default asked for a hearing and same was provided. The order is issued based on the application, notice for adjudication, replies received and submission made at the time of hearing.
E.Order:
1. The company has filed a suo-motu adjudication application on 08.01.2025 for violation of section 203 of the Act. The company has submitted that its paid-up capital crossed the applicable threshold of Rs. 5 Crores to appoint a whole-time company secretary on 09.12.2015 and the company was required to appoint a company secretary, but has failed to do so and appointed one only from 01.03.2019. Thus, the company and officers in default have violated the provisions of section 203(1) of the Act for a duration of 1178 days i.e. from 09.12.2015 to 28.02.2019.
Pursuant to the adjudication application filed by the company, show cause notice dated 19.02.2025 was sent to the company and its officers in default through e-Adjudication module, and was also sent through speed post on 20.02.2025. The company and Officers in default have submitted their reply dated 12.03.2025 on e-Adjudication portal. Subsequently, e-hearing notice dated 30.06.2025 was sent to the company and its officers in default through e-Adjudication module. E-Hearing was scheduled on 02.07.2025 which was attended by Mr. Manjunath Ganesh, practicing company secretory and authorized representative of company and officers in default who made the submissions as per the adjudication application filed.
It is seen from records that the company does not fall under the definition of small company as per the provisions of section 2(85) of the Companies Act, 2013. Therefore, the provision of imposing lesser penalty as per the section 446B of the Act shall not be applicable in the case.
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 | PACE DIGITEK LIMITED having CIN as U31909KA2007P LC041949 | 500000 | 0 | 500000 | |
| 2 | VENUGOPALRA O MADDISETTY having DIN as 02070491 | 500000 | 0 | 500000 | |
| 3 | MADDISETTY PADMA having DIN as 02070662 | 500000 | 0 | 500000 |
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 Hyderabad 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.
Sanjay Sood,
Registrar of Companies
ROC Bangalore
