The Registrar of Companies, Madhya Pradesh, issued an order imposing penalties on M/S Feranbraj Toll and Highway Pvt Ltd and its directors for non-compliance with Section 15(1) of the Companies Act, 2013, regarding the Memorandum of Association (MOA) and Articles of Association (AOA). Despite receiving notices, the company and its directors did not reply or appear for the hearing, leading to the matter being proceeded ex-parte. A penalty of Rs. 1,000 was imposed on the company and Rs. 1,000 each on its directors for the violation, totaling Rs. 3,000. Appeals against the order can be filed within sixty days. Failure to pay the penalty may result in fines or imprisonment as per the Act. The order was sent to concerned parties and will be uploaded on the MCA website.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
Office of The Registrar of Companies,
Madhya Pradesh,
Sanjay Complex, ‘A’ Block, 3rd Floor,
Jayendraganj, Gwalior— 474 009.
E-mail- roc.gwalior@mca.gov.in
Telephone :- 2321907: 2631853
No. ROC-Gwalior/Adj-Penalties/Order/2021/1187 to 1190 Dated: 8 Sep 2021
In the matter of Companies Act, 2013
And
In the matter of adjudication proceeding under of section 15 of the Companies Act, 2013.
And
In the matter of M/S FERANBRAJ TOLL AND HIGHWAY PRIVATE LIMITED
(CIN: U45100MP2017PTC042923)
1. FERANBRAJ TOLL AND HIGHWAY PRIVATE LIMITED
GRAM – BADHUA, POST – BHAPEL, TAHSIL — SAGAR,
MADHYA PRADESH-470120, INDIA
2. PHERAN CHADAR, (DIRECTOR)
3 RADHELAL CHADAR, (DIRECTOR)
…Respondent
Date of Hearing: 08th of September, 2021
Appointment of Adjudicating Officer
1. The Ministry of Corporate Affairs vide its gazette notification no OS.831(E) dated 24.03.2015, has appointed the undersigned as Adjudicating Officer(AO) 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 adjudging penalties under the provisions of this Act.
Company
2. Whereas, M/s FERANBRAJ TOLL AND HIGHWAY PRIVATE LIMITED (Earlier Known as UNISAIF HEALTHCARE PRIVATE LIMITED) (hereinafter referred to as the company) is a company registered under the provisions of the companies Act, 2013 in the state of Madhya Pradesh and having its registered office situated at Gram – Badhua, Post – Bhapel, Tahsil — Sagar, Madhya Pradesh-470120, India.
Facts of the case
3. Whereas during the examination of Form MGT-14 vide SRN R42881979 dated 23/06/2020, it is observed from the copy of MOA and AOA of the Company had not complied the provisions of Section 15(1) of the Companies Act, 2013. Therefore, the provisions of the Section 15 of the Act, have been contravened thereby the company and every officer of the company who is in default as the case may be, have rendered themselves liable for penal provisions u/s 15(2) of the Act. Subsequently, this office had issued Show Cause Notice for violation of Section 15 of the Companies Act, 2013 vide letter no. ROC-G/SCN/15/NCPL/2021/438 to 440 dated 23.06.2021 to the Company and its officers in default.The company and its officers in default have not replied for the said notice.
4. Thereafter, “Notices for Inquiry” vide RoC-Gwalior/Adj.Penalties/15/NOI/2021/1045 to 1047 dated 26.08.2021 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 08.09.2021 at 02:30 PM in the Office of Registrar of Companies, Madhya Pradesh, Sanjay Complex, A block-III floor, Jayendraganj, Gwalior.
5. None of the representative of the Company or Directors have appeared on the date so fixed. Hence as per Rule 3(8), Companies (Adjudication of Penalties) Rules 2014, the matter is being proceeded with in the absence of such persons (ex-parte).
Order
6. Having Considered the facts and circumstances of the case and after taking into account the factors above, as it was observed from the copy of Board resolution dated 01/06/2020 and Special resolution passed in EOGM dated 19/06/2020 attached with e-form that, the copy of MOA and AOA of the Company had not complied the provisions of Section 15(1) of the Companies Act, 2013. Therefore, the provisions of the Section 15 of the Act, have been contravened thereby the Company and every officer of the company who is in default as the case may be, have rendered themselves liable for penal provisions u/s 15(2) of the act in company namely M/S FERANBRAJ TOLL AND HIGHWAY PRIVATE LIMITED.
7. Accordingly, I am inclined to impose a penalty as prescribed under Sub-section (2) of Section 15 of the Companies Act, 2013. The details of the penalty imposed on the company and officers in default are shown in the table below:
| Nature of Default & Relevant section under the Companies Act, 2013 | Name of persons on whom penalty is imposed | Penalty for default. | Final Penalty Imposed |
| Non compliance of Sec.15(2) | On Company | 1,000/- | 1,000/- |
| Mr. Pheran Chadar, (Director) | 1,000/- | 1,000/- | |
| Mr Radhelal Chadar, (Director) | 1,000/- | 1,000/- |
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.
8. Appeal against this order may be filed in writing with the Hon’ble Regional Director (NWR), Ministry of Corporate Affairs, Ahmedabad within a period of sixty days from the date of receipt of this order, in Form ADJ (available on Ministry website mca.gov.in setting forth 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 (Adjudicating of Penalties) Rules, 2014).
9. Your attention is also invited to Section 454(8)(i) and 454(8)(ii) of the Companies Act, 2013, which state that in case of non-payment of penalty amount ,the company shall be punishable with fine which shall not be less than twenty five thousand rupees but which may extend to five lakh rupees and officer in default shall be punishable with imprisonment which may extend to six months or with fine which shall not be less than twenty five thousand rupees but which may extend to one lakh rupees or both.
10. In terms of the provisions of sub-rule (9) of Rule 3 of the Companies (Adjudication of Penalties) Amendment Rules, 2019, copy of the order is being sent to M/s FERANBRAJ TOLL AND HIGHWAY PRIVATE LIMITED (Earlier Known as UNISAIF HEALTHCARE PRIVATE LIMITED) Gram – Badhua, Post – Bhapel, Tahsil — Sagar Madhya Pradesh,470120, India, Pheran Chadar, (Director), Radhelal Chadar, (Director) and Regional Director (NWR), Naranapura, Ahmedabad and will also be uploaded on MCA Website.
The adjudication notice stands disposed off with this order.
(Rajpal Singh)
Registrar of Companies & Adjudicating officer,
Madhya Pradesh, Gwalior.
Signed on this 08th day of September, 2021.
Place: Gwalior, Madhya Pradesh.
