Introduction: In a recent adjudication proceeding under the Companies Act, 2013, M/s AIMS HI-RISE LIMITED faced penalties for non-maintenance of its registered office. The Ministry of Corporate Affairs appointed an adjudicating officer to address the violation. This article provides a detailed analysis of the case, discussing the facts, penalties imposed, and legal implications.
Detailed Analysis: The case revolves around M/s AIMS HI-RISE LIMITED, a registered company under the Companies Act, 1956. The company failed to maintain its registered office, leading to a violation of Section 12(1) r/w Section 12(4) of the Companies Act, 2013. Despite issuance of letters and notices, the company and its directors did not respond, leading to an ex-parte proceeding. The adjudicating officer imposed penalties as per Section 12(8) of the Act, totaling Rs. 2,22,000 for 37 days of default of Company and 5 of its officers in default.
Conclusion: The adjudication order, dated October 26, 2023, highlights the importance of compliance with the Companies Act, 2013. M/s AIMS HI-RISE LIMITED and its officers are directed to pay the imposed penalties, failing which they may face further legal consequences, including fines and imprisonment. This case serves as a reminder to companies to adhere to regulatory requirements to avoid penalties and legal actions.
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In the matter of Companies Act, 2013
And
In the matter of adjudication proceeding under sub-section (1) of Section 12 of the Companies
Act, 2013.
And
In the matter of
M/s AIMS HI-RISE LIMITED.
(CIN- U70101MP2011PLCO27283)
Date of hearing 26th of October, 2023
Appointment of adjudicating officer
1. Ministry of Corporate Affairs vide its Gazette Notification No. A-42011/112/2014-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.
Company:
2. Whereas Company AIMS HI-RISE LIMITED (CIN: U70101MP2011PLCO27283) [herein after known as Company] is a registered company with this office under the provisions of Companies Act, 1956 having its registered office situated at SHOP NO. 43, Gol Market, P.O. Khajuraho, Khajuraho, Chhatarpur, Madhya Pradesh, 471606,Indi a. as per the MCA website.
|
S. No. |
Particulars | Rs. |
| 01. | Paid up Capital (2020-21) | 5,00,000 |
| 02. | Turnover (F.Y-2020-21) | |
| a. Revenue from Operation | 1,46,400 | |
| b. Other Income | 00 | |
| 03. | Holding Company | No |
| 04. | Subsidiary Company | No |
| 05. | Whether Company registered under section 8 ? | No |
| 06. | Whether Company registered under any other Special Act ? | No |
| 07 | Non- Filing Period | F.Y-2021-22 |
Facts of the case
3. Whereas this office had issued letter for providing information related to CHG-9 dated 21.07.2023 to the said company which is returned undelivered with remark of Postal Authority “………..”. It appears that the Company has failed to maintained its registered office, resulting into violation of Section 12(1) r/w. Section 12(4) of Act which attracted penal provisions of Section 12(8) of the Companies Act, 2013.
4. Subsequently, this office had issued show cause notice U/s. 12(1) of the Companies Act, 2013 to the company and its officers in default vide No. ROC-G/Adj. Penalities /2023/1955-1960 dated 28.08.2023. No any reply had been received from the Company and its Directors.
5. Thereafter, “Notices of Inquiry” vide No. RoC-Gwalior/ Adj. Pen./Sec.12/2023/2276-2281 dated 13.10.2023 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 26.10.2023 at 11.00 A.M in the Office of Registrar of Companies, Madhya Pradesh, Sanjay Complex, A block-III floor, Jayendraganj, Gwalior. No any reply had been received from the Company and its Directors.
6. 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).
7. Order:
Having considered the facts and circumstances of the case and after taking into account the factors above, it is concluded that the company and its officers in default are liable for penalty as prescribed under Section 12(8) of the Act for non-maintenance of registered office of the company viz. M/s AIMS HI-RISE LIMITED for 37 days i.e. with effect from Undelivered letter No ROC-G/CHG-9/27283/2023/1602 dated 21.07.2023 on 27.07.2023 to Show cause Notice dated 28.08.2023 delivered on 02.09.2023 in terms of Section 12(1) of the Act.
8. Accordingly, I am inclined to impose a penalty as prescribed under Sub-section 8 of section 12 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 | No. of days of default | Per day penalty for default (Rs.) | Total default amount (Rs.) | Maximum penalty (Rs.) | Final penalty imposed (Rs.) | |
| Non- maintenance of Registered office. |
S. 12(1)
|
On Company | 37 | 1,000 | 37,000 | 1,00,000 | 37,000 | |
| Mr MILAN
KUMAR PAL |
37 | 1,000 | 37,000 | 1,00,000 | 37,000 | |||
| Mr SURUPA MAHAJAN | 37 | 1,000 | 37,000 | 1,00,000 | 37,000 | |||
| Mr. AMIT KUMAR MUKHERJEE | 37 | 1,000 | 37,000 | 1,00,000 | 37,000 | |||
| Mr. BISWAJIT DAS | 37 | 1,000 | 37,000 | 1,00,000 | 37,000 | |||
| Mr. SOMNATH SARKAR | 37 | 1,000 | 37,000 | 1,00,000 | 37,000 |
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.
9. 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 rnca.gov.in 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.
10. 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 lath 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 lath rupees or both.
11. In Terms Of The Provisions Of Sub-Rule (9) Of Rule 3 Of The Companies (Adjudication Of Penalties) Rules, 2014, copy of the order is being sent to M/s AIMS HI-RISE LIMITED (U70101MP2011PLCO27283) SHOP NO. 43, Gol Market, P. 0. Khajuraho, Khajuraho, Chhatarpur, Madhya Pradesh,471606,India, MR. Milan Kumar Pal, (DIRECTOR) *****, Mr. Surupa Mahaj an (DIRECTOR) *****, Mr. AMIT KUMAR MUKHERJEE,(DIRECTOR) ******, MR.BISWAJIT DAS (DIRECTOR) *****, Mr. Somnath Sarkar (Additional Director) ***** and Regional. Director (NWR), Naranapura, Ahmedabad and will also be Uploaded On MCA Website.
The adjudication notice stand disposed off with this order.
(Mukesh Kumar Soni)
Registrar of Companies,
Madhya Pradesh, Gwalior.
Signed on This 26th day of October, 2023
Place: Gwalior, Madhya Pradesh.
