Introduction: The Ministry of Corporate Affairs (MCA) has taken a significant step in the case of Mirage Finance Private Limited, opting to drop adjudication proceedings. This decision comes in response to the company’s actions to rectify their non-compliance with the Companies Act, particularly regarding unfiled balance sheets. In this article, we will explore the details of the case, the company’s efforts to rectify the situation, and the impact of the MCA’s decision.
Appointment of Adjudicating Officer: The Ministry of Corporate Affairs appointed an adjudicating officer under Section 454 of the Companies Act, 2013, responsible for adjudicating penalties for violations of the Act.
Company Background: Mirage Finance Private Limited is a registered company based in Madhya Pradesh, with its registered office located in Indore. It was subject to adjudication proceedings due to non-compliance with statutory requirements.
Background of the Case: The case emerged when the National Company Law Tribunal (NCLT), Indore Bench, issued an order to change the status of the company from “strike-off” to “active.” This order, dated 17.02.2023, was made in Co. Appeal No. 9(MP)2022, following proceedings under Section 252(3) of the Companies Act, 2013. The NCLT’s directive included an obligation for the company to file overdue statutory returns, specifically the balance sheet.
Violation of Section 137(1): It was observed that Mirage Finance Private Limited had not filed its balance sheet under Section 137(1) of the Companies Act, 2013, covering the financial years from 2007-08 to 2017-18 and from 2018-19 to the present. This violation triggered the penal provisions under Section 137(3) of the Act.
Show Cause Notices Issued: To address this non-compliance, the Registrar of Companies, Madhya Pradesh, issued show cause notices under Section 137(1) of the Companies Act, 2013, to the company and its officers in default.
Notices of Inquiry: Subsequently, “Notices of Inquiry” were issued to the company and its officers in default. The date for the inquiry was set for 20.09.2023, at the office of the Registrar of Companies, Madhya Pradesh.
Company’s Request for Time: On 20.09.2023, the company’s management submitted a letter dated 15.09.2023, requesting more time to arrange funds and seeking relief from penalties associated with the violation of Section 137(1) of the Companies Act, 2013.
Submission of Documents: During the hearing on 03.10.2023, the company’s management submitted challan copies of documents, including the financial statements (AOC-4) for the financial years 2020-21, 2021-22, and 2022-23. These documents were received by the Registrar of Companies, Madhya Pradesh.
Compliance Achieved: In accordance with the information available on the MCA21 database, the company successfully filed its statutory documents, including the overdue financial statements.
Adjudication Proceedings Dropped: Considering the company’s compliance efforts, the authorized representative of the applicants requested the Registrar of Companies to drop the adjudication proceedings against the company and its directors.
Conclusion: In a positive turn of events, Mirage Finance Private Limited has managed to avoid penalties as the Ministry of Corporate Affairs dropped adjudication proceedings against the company. This decision follows the company’s corrective actions, including the filing of overdue balance sheets. It serves as a reminder of the importance of addressing non-compliance promptly and the potential benefits of cooperation and rectification in corporate governance. The company’s ability to resolve its non-compliance matters efficiently underscores the significance of adhering to statutory requirements in the corporate world.
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GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
Office of The Registrar of Companies, Madhya Pradesh,
Sanjay Complex, ‘A’ Block, 3rd Floor
Jayendraganj, Gwalior —474009.
Email: roc.gwalior@mca.gov.in
Order No. ROC-G/Adj. Pen./u/s.137(1)/Mirage Finance/2131 Dated: 09/10/2023
In the matter of Companies Act, 2013
And
In the matter of adjudication proceeding under sub-section (1) of Section 137
of the Companies Act, 2013.
And
In the matter of M/ s. Mirage Finance Private Limited
(CIN-U65921MP1992PTC007022))
Date of hearing 03.10.2023
1. Appointment of adjudicating officer:
Ministry of Corporate Affairs vide its Gazette Notification No. A-4201 1/ 1 12/2014-Ad.II dated 24.03.2015 appointed undersigned as adjudicating officer in exercise of the powers conferred by Section 454 of the Companies Act, 2013 (hereinafter known as “Act” ) read with Companies (Adjudication of Penalties) Rules, 2014 for adjudicating penalties under the provisions of this Act.
2. Company:
M/ s. Mirage Finance Private Limited (CIN- U65921MP1992PTC007022) hereinafter known as company] is a registered company with this office under the provisions of Section 7 of the Companies Act, 2013 (earlier Companies Act, 1956) having its registered office situated at 7/4, Manik Bagh Road, NA Indore 452001, M.P. as per the MCA website.
3. Facts about the case:
Whereas the Hon’ble NCLT, Indore Bench has ordered to change the status of company from strike-off to active vide order dated 17.02.2023 passed in Co. Appeal No. 9(MP)2022 proceeding under Section 252(3) of the Companies Act, 2013 with the direction to the company to file all due statutory return i.e. balance sheet. Now as per information available on MCA21 data base information the company has not filed its balance sheet u/s. 137 of the Companies Act, 2013 from the financial Year 2007-08 to 2017-18 and 2018-19 to till date. Thus it appears that the company has violated the provisions of Section 137(1) of the Companies Act, 2013 which attracted penal provisions u/ s. 137(3) of the Companies Act, 2013 for the year ended from the financial year 2018-19 to till date.
4. Subsequently, this office had issued show cause notice U/s. 137(1) of the Companies Act, 2013 to the company and its officers in default vide No. ROC-G/Adj.Pen./u/s. 137(1)/Mirage Finance/1759 to 1762 and the notice as issued to company was duly served.
5. Thereafter, “Notices of Inquiry” vide No. ROC-G/Adj. Pen. /U/s. 137(1)/Mirage Finance/ 1978 to 1981 dated 06.09.2023 were issued to the company and its officers in default and notice of inquiry as issued to company was duly delivered. As per [Rule 3(3), companies (Adjudication of Penalties) Rules, 2014 and the date of hearing was fixed on 20.09.2023 at 3.30 P.M. in the office of Registrar of Companies, Madhya Pradesh, Sanjay Complex, A-Block, 3rd Floor, Jayendraganj, Gwalior.
6. On 20.09.2023, this office has received a letter dated 15.09.2023 from the management therein they have requested to provide sufficient time for arrangement of fund and also provide relief against the violation of section 137(1) of the Companies Act, 2013.
7. On the date of hearing i.e. 03.10.2023, the management of company has submitted challan copy of documents as filed by the company i.e. financial statement details are as under:
| Sl. No. | Name of document | SRN | Date of receipt |
| 1. | Financial Statement (AOC-4) (2020-21) | F65544132 | 02.10.2023 |
| 2. | Financial Statement (AOC-4) (2021-22) | F65542722 | 02.10.2023 |
| 3. | Financial Statement (AOC-4) (2022-23) | F65542953 | 02.10.2023 |
8. As per information available on MCA21 data base, the company has filed its statutory documents i.e. financial statement for the aforesaid period.
9. In the light of the above, the authorised representative of the applicants requested to drop the adjudication proceedings against the company and its directors.
10. Orders:
(i) In exercise of the powers conferred vide Companies (Amendment) Act, 2020 the undersigned is entrusted to adjudicate penalties under Section 137(3) of the Companies Act, 2013, after taking into account the factors mentioned herein above, I do hereby dispose of the adjudication proceedings against the company and its directors, keeping in view of the factual position and reporting facts that the company has complied the provisions of the Act.
(ii) Any person aggrieved by the order of adjudicating authority under Section (3) of Section 454 may prefer an appeal to the Regional Director having jurisdiction in the matter. Every appeal under sub-section (5) of Section 454 shall be filed within 60 days from the date on which the copy or order made by the adjudicating authority is received by the aggrieved person and shall be in such form manner and be accompanied by such fee as may be prescribed.
11. In terms of the provisions of sub-rule 3 of the Companies (Adjudication of Penalties) Rules, 2014 copy of the order is being sent to Mirage Finance Private Limited, 7/4, Manik Bagh Road, NA, Indore 452004, M.P., Sh. Rohit Sanghi, director, 7/4, Manik Bagh Road, NA, Indore 452004, M.P., 452001„ Sh. Rajiv Sanghi, 7/4, Manik Bagh Road, NA, Indore 452004, M.P., Sh, Sanjay Singh Sisodiya, A-305, SPACE Park, Phase-1, Pipliya Kumar, Near Bombay Hospital Indore 452010, M.P. Regional Director , North-Western Region, Ministry of Corporate Affairs, Ahmedabad and will also be uploaded on MCA website.
The adjudication notice stand disposed off with this order.
(Mukesh Soni, ICLS)
Registrar of Companies, I/C,
W Madhya Pradesh, Gwalior.
Order pronounced on 03rd October, 2023.
Place: Gwalior, Madhya Pradesh.
