The Ministry of Corporate Affairs (MCA) has taken strict action against DGR Farms & Leisures Ltd., along with its directors, for the non-filing of annual returns, as mandated by the Companies Act, 2013. Here’s a comprehensive overview of the events leading to the penalization and its implications.
1. Background: DGR Farms & Leisures Ltd., a registered company under the Companies Act, 2013, failed to submit its statutory documents, specifically the Annual Return, since 2019. This failure to comply with Section 92(4) of the Act prompted MCA to initiate penal action against the company and its officers in default.
2. Adjudication Proceedings: The Registrar of Companies, Madhya Pradesh, issued show cause notices and subsequent inquiries to the company and its officers. Despite extensions granted for hearing dates, neither the company nor its representatives attended the proceedings, leading to a default judgment.
3. Imposition of Penalties: Based on the facts presented and considering the provisions of the Companies Act, 2013, MCA imposed penalties on DGR Farms & Leisures Ltd. and its directors for the financial years 2018-19 to 2021-22. The penalties were calculated based on the number of days of default and amounted to significant sums, as outlined in the adjudication order.
4. Implications and Directions: The penalties imposed are deemed commensurate with the severity of the non-compliance. It’s mandated that the penalties be paid from personal sources/income of the officers-in-default, and the payment must be made through the Ministry of Corporate Affairs portal within 60 days from the date of the order.
5. Further Actions: The order emphasizes the company’s right to appeal the decision within 60 days from receiving the order copy. Failure to comply with the order within 90 days may result in additional fines or imprisonment for the officers in default.
6. Conclusion: The penalization of DGR Farms & Leisures Ltd. and its directors serves as a reminder of the importance of timely compliance with statutory obligations under the Companies Act, 2013. It underscores the regulatory authorities’ commitment to ensuring corporate governance and accountability.
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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
E-Mail: roc.gwalior@mca.gov.in
Order No. ROC-G/Adj. Pen. /u/s. 92(4)/DGR Farms/3772 Dated: 28 FEB 2024
1. M/s. DGR Farms & Leisures Limited, E-3, Senior MIG, House No. 2, Near Ganesh Mandir, Arera Colony, Huzur 462016, M.P. E-mail I.D.: dgrgrouprewa@gmail.com
2. Sh. Rakesh Gupta S/o. Sh. Shiv Narayan Gupta, director
3. Umesh Gupta S/o. Sh. Ganesh Prasad Gupta, additional director
4. Sh. Mahendra Pratap Singh S/o. Sh. Chandra Vijay Singh, additional director
5. Sh. Shankar Lal Gupta S/o. Sh. Surya Bhan Gupta, director
6. Sh. Vijay Kumar Shukla S/o. Sh. Abhiman Chandra Shukla, additional director
7. Sh. Ashok Kumar Roy S/o. Sh. Mahendra Roy, additional director
8. Sh. Vikash Kumar Gupta S/o. Sh. Ramadhar Gupta, additional director
9. Umesh Kumar S/o. Sh. Chandra Kumar, additional director
10. Regional Director, North-Western Region, Ministry of Corporate Affairs, Ahmedabad (Gujarat).
11. E-governance cell for uploading the documents.
In the matter of Companies’ Act, 2013
And
In the matter of adjudication proceeding under sub-section (4) of Section 92 of the Companies Act, 2013.
And
In the matter of M/s. DGR Farms & Leisures Limited
(CIN- U01100MP2009PLCO22547)
Date of hearing 26th February, 2024
Appointment of adjudicating officer:
1. Ministry of Corporate Affairs vide its Gazette Notification No. A-42011/112/2014-Ad.l1 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.
Company:
2. Whereas company DGR Farms 8v Leisures Limited (CIN-U01100MP2009PLCO22547) [herein after known as company] is a registered company with this office under the provisions of Companies Act, 2013 having its registered office situated at E-3, Senior MIG, House No. 2, Near Ganesh Mandir, Arera Colony, Huzur 462016, M.P. 6- Malviya Nagar, Near IDBI Bank, Bhopal, Madhya Pradesh 462003, as per the MCA website.
|
Si. |
Particulars | Details |
| 1. | Paid-up capital (F.Y. 2017-18)
(i) Equity Share capital 5,00,000 (ii) Pref. share capital 1,19,88,000 |
1,24,88,000 |
| 2. | Turnover (F.Y. 2017-18) | |
| a. Revenue from operation | 10,36,273 | |
| b. Other income | NIL | |
| 3. | Holding company | No |
| 4. | Subsidiary company | No |
| 5. | Whether company registered under Section 8 | No |
| 6. | Whether company registered under any other Special Act | No |
3. Whereas as per information available on MCA21 data base, the company has not filed its statutory document i. e. Annual Return since 2019 to till date under Section 92(4) of the Companies Act, 2013. Hence, it appears that the company and its officers in defaults has violated the provisions of Section 92(4) of the Companies Act, 2013 and are liable for penal action u/s. 92(5) of the Companies Act, 2013 for financial year 2018-19 to till date.
4. Subsequently, this office had issued show cause notice U/s. 92(4) to the company and its officers in default vide No. ROC-G/Adj. Pen./u/s. 92(4)/DGR Farms/3310 to 3318 dated 16.01.2024.
5. Thereafter, “Notices of Inquiry” vide No. ROC-G/Adj. Pen./u/s. 92(4)/DGR farms/3400 to 3408 dated 30.01.2024 were issued to the company and its officers in default. As per [Rule 3(3), Companies (Adjudication of Penalties) Rules, 2014 and the date of hearing was fixed on 09.02.2024 at 11.00 A.M. in the office of Registrar of Companies, Madhya Pradesh, Sanjay Complex, A-Block, 3rd Floor, Jayendraganj, Gwalior.
6. On the date of hearing i.e. 09.02.2024, office has received a e-mail dated 09.02.204 from director Shri Umesh Gupta therein had requested to provide 1520 days more as the company has already started preparing necessary documents and forms related with Section 92(4) of the Companies Act, 2013.
7. Office has considered aforesaid requested and had sent mail dated 15.02.2024 to company and officer in default, therein the office has extend the time for hearing and had fixed a dated for hearing on 26.02.2024 at 3.00 P.M.
8. On the date of hearing i.e. 26.02.2024 at 3.00 P.M. no person or representative of the company has attended the hearing.
9. Order:
Having considered the facts and circumstances of the case and after taking into account the factors above and letter dated 16.01.2024 and 30.01.2024 issued by ROC, Gwalior were duly received by the office of the company, it is concluded that the company and its officers in default are liable for penalty as prescribed under Section 92(5) of the Act for default is made in complying with the requirements of Section 92(4) of the Act of the company viz. DGR Farms 8; Leisures Limited for financial year 2018-19 to 2021-22, in terms of Section 92(4) of the Act.
10. Accordingly, I am inclined to impose a penalty as prescribed under Sub- section 5 of section 92 of the Companies Act, 2013. The details of the penalty imposed on the company and officers in default are shown in the table below:
(Financial Year 2018-19 to 2021-22)
| Financial Year | Period | No. of days of defaults |
| (2018-19) | 29.11.2019 to 26.02.2024 | 1549 |
| (2019-20) | 29.11.2020 to 26.02.2024 | 1184 |
| (2020-21) | 29.11.2021 to 26.02.2024 | 819 |
| (2021-22) | 29.11.2022 to 26.02.2024 | 454 |
Penalty amount for Annual Return U/s. 92, Financial Year 2018-19
| Nature of default |
Relevant section under the Companies Act, 2013 |
Name of persons on whom penalty is imposed |
No. of days of default |
Total penalty as per Section 92(5) | Final penalty imposed |
| Non-filing of annual return |
S. 92(4) | On company | 1549 | Rs. 10,000/- + (100×1549) Rs. 1,64,900/-Maximum penalty Rs. 2,00,000/- |
Rs. 1,64,900/- |
| Rakesh Gupta | 1549 | Rs. 10,000/- + (100×1549) Rs. 1,64,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Umesh Gupta | 1549 | Rs. 10,000/- + (100×1549) Rs. 1,64,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Mahendra Pratap Singh | 1549 | Rs. 10,000/- + (100×1549) Rs. 1,64,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Shankar Lal Gupta | 1549 | Rs. 10,000/- + (100×1549) Rs. 1,64,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Vijay Kumar Shukla | 1549 | Rs. 10,000/- + (100×1549) Rs. 1,64,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Ashok Kumar Roy | 1549 | Rs. 10,000/- + (100×1549) Rs. 1,64,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Vikash Kumar Gupta | 1549 | Rs. 10,000/- + (100×1549) Rs. 1,64,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Umesh Kumar | 1549 | Rs. 10,000/- + (100×1549) Rs. 1,64,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- |
Penalty amount for Annual Return U/s. 92, Financial Year 2019-20
| Nature of default |
Relevant section under the Companies Act, 2013 |
Name of persons on whom penalty is imposed |
No. of days of default |
Total penalty as per Section 92(5) | Final penalty imposed |
| Non-filing of annual return |
S. 92(4) | On company | 1184 | Rs. 10,000/- + (100×1184) Rs. 1,28,400/-Maximum penalty Rs. 2,00,000/- |
Rs. 1,28,400/- |
| Rakesh Gupta | 1184 | Rs. 10,000/- + (100×1184) Rs. 1,28,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Umesh Gupta | 1184 | Rs. 10,000/- + (100×1184) Rs. 1,28,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Mahendra Pratap Singh | 1184 | Rs. 10,000/- + (100×1184) Rs. 1,28,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Shankar Lal Gupta | 1184 | Rs. 10,000/- + (100×1184) Rs. 1,28,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Vijay Kumar Shukla | 1184 | Rs. 10,000/- + (100×1184) Rs. 1,28,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Ashok Kumar Roy | 1184 | Rs. 10,000/- + (100×1184) Rs. 1,28,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Vikash Kumar Gupta | 1184 | Rs. 10,000/- + (100×1184) Rs. 1,28,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Umesh Kumar | 1184 | Rs. 10,000/- + (100×1184) Rs. 1,28,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- |
Penalty amount for Annual Return U/s. 92, Financial Year 2020-21
| Nature of default |
Relevant section under the Companies Act, 2013 |
Name of persons on whom penalty is imposed |
No. of days of default |
Total penalty as per Section 92(5) | Final penalty imposed |
| Non-filing of annual return |
S. 92(4) | On company | 819 | Rs. 10,000/- + (100×819) Rs. 91,900/-Maximum penalty Rs. 2,00,000/- |
Rs. 91,900/- |
| Rakesh Gupta | 819 | Rs. 10,000/- + (100×819) Rs. 91,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Umesh Gupta | 819 | Rs. 10,000/- + (100×819) Rs. 91,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Mahendra Pratap Singh | 819 | Rs. 10,000/- + (100×819) Rs. 91,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Shankar Lal Gupta | 819 | Rs. 10,000/- + (100×819) Rs. 91,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Vijay Kumar Shukla | 819 | Rs. 10,000/- + (100×819) Rs. 91,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Ashok Kumar Roy | 819 | Rs. 10,000/- + (100×819) Rs. 91,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Vikash Kumar Gupta | 819 | Rs. 10,000/- + (100×819) Rs. 91,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Umesh Kumar | 819 | Rs. 10,000/- + (100×819) Rs. 91,900/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- |
Penalty amount for Annual Return U/s. 92, Financial Year 2021-22
| Nature of default |
Relevant section under the Companies Act, 2013 |
Name of persons on whom penalty is imposed |
No. of days of default |
Total penalty as per Section 92(5) | Final penalty imposed |
| Non-filing of annual return |
5.92(4) | On company | 454 | Rs. 10,000/- + (100×454) Rs. 55,400/-Maximum penalty Rs. 2,00,000/- |
Rs. 55,400/- |
| Rakesh Gupta | 454 | Rs. 10,000/- + (100×454) Rs. 55,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Umesh Gupta | 454 | Rs. 10,000/- + (100×454) Rs. 55,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Mahendra Pratap Singh | 454 | Rs. 10,000/- + (100×454) Rs. 55,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Shankar Lal Gupta | 454 | Rs. 10,000/- + (100×454) Rs. 55,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Vijay Kumar Shukla | 454 | Rs. 10,000/- + (100×454) Rs. 55,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Ashok Kumar Roy | 454 | Rs. 10,000/- + (100×454) Rs. 55,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Vikash Kumar Gupta | 454 | Rs. 10,000/- + (100×454) Rs. 55,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- | ||
| Umesh Kumar | 454 | Rs. 10,000/- + (100×454) Rs. 55,400/-Maximum penalty Rs. 50,000/- |
Rs. 50,000/- |
11. As per record available on MCA21 data base, the company has filed Annual Return details are as under:
|
Sl. No. |
Name of document | SRN | Date of receipt |
| 1. | MFT-7 (2022-23) | F92660505 | 25.02.2024 |
12. I am of this opinion that penalty is commensurate with the aforesaid failure committed by the notice and penalty so imposed upon the officers-in-default shall be paid from their personal sources/income. It is further directed that penalty imposed shall be paid through the Ministry of corporate Affairs portal only as mentioned under Rule 3(14) of Company (Adjudication of Penalties) (Amendment) Rules, 2019 under intimation to this office for the financial year 2018-19 to 2021-22.
13. The penalty amount shall be remitted by the company through MCA21 portal within 60 days from the date of order. The company needs to file INC-28 as per the provisions of the act attaching the copy of adjudication order alongwith payment challans.
14. The company may approach to compounding for the period not covered under this order.
15. 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.
16. 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.
17. As per Section 454(8) (i) where a company fails to comply with the order made under sub-section (3) or sub-section (7) as the case may be within a period of 90 days from the date of receipt of the copy of the copy of the order, the company shall be punishable with fine which shall not be less than twenty five thousand but which may extend to five lakh rupees.
18. Where an officer of a company or any other person who is in default fails to comply with the order made under sub-section (3) or sub-section (7) as the case may be within a period of 90 days from the date of receipt of the order such officer shall be punishable with imprisonment which may extend to six months or with the fine which shall not be less than twenty five thousands rupees but which may extend to one lakh or with both.
19. This order is without prejudice to the rights available to this office to initiate separate action including but not limited to the penal actions for contraventions of related, incidental and/or continuing offences/ contraventions.
20. 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 DGR Farms 85 Leisures Limited, E-3, Senior MIG, House No. 2, Near Ganesh Mandir, Arera Colony, Huzur 462016, M.P., Sh. Rakesh Gupta S/o. Sh. Shiv Narayan Gupta, director, Sh. Umesh Gupta S/o. Sh. Ganesh Prasad Gupta, additional director, Sh. Mahendra Pratap Singh S/o. Sh. Chandra Vijay Singh, additional director, Sh. Shankar Lal Gupta S/o. Sh. Surya Bhan Gupta, director, Sh. Vijay Kumar Shukla S/o. Sh. Abhiman Chandra Shukla, additional director, Sh. Ashok Kumar Roy S/o. Sh. Mahendra Roy, additional director, Sh. Vikash Kumar Gupta S/o. Sh. Ramadhar Gupta, additional director, Sh. Umesh Kumar S/ o. Sh. Chandra Kumar, additional director, 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 Kumar Soni, ICLS)
Registrar of Companies,
Madhya Pradesh, Gwalior.
Order Pronounced on 26.02.2024
place: Gwalior, Madhya Pradesh.
