The Registrar of Companies, Gwalior, issued an adjudication order under Section 454 of the Companies Act, 2013 against Jayurance Healthcare Private Limited and its officers for failing to maintain a registered office as mandated under Section 12(8) of the Act. The company’s correspondence regarding the compliance was initially returned undelivered, resulting in a default period from 14th to 16th July 2025. Following a show-cause notice, e-hearing, and submission of documentary proof confirming the maintenance of the registered office on 17th July 2025, the adjudicating officer imposed a nominal penalty of Rs. 3,000 each on the company and officers in default. The order highlights procedural fairness through opportunities for hearing, rescheduling, and submission of evidence. The penalty must be paid via the Ministry’s e-Adjudication portal within 90 days, and appeals can be filed with the Regional Director within 60 days. This case underscores the Companies Act’s emphasis on timely compliance, accountability of officers, and proportionality in penalty imposition.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Gwalior
Registrar Of Companies, 3rd Floor, ‘A’ Block, Sanjay Complex, Jayendra Ganj, Gwalior, Madhya Pradesh, India, 474009
Phone: 0751-2321907
Fax: 0751-2631853
E-mail: roc.gwalior@mca.gov.in
Order ID: PO/ADJ/12-2025/GL/00993 Dated: 01/12/2025
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 12(8) 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 JAYURANCE HEALTHCARE PRIVATE LIMITED [herein after known as Company] bearing CIN U24110MP2020PTC052160, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at 1242/11, NANDA NAGAR, ESIC HOSPITAL ROAD, NA INDORE INDORE MADHYA PRADESH INDIA 452011
Individual details:
In the matter relating to PRIYA LODHA KHARE——
In the matter relating to SAPNA KHARE ——–
C. Provisions of the Act:
If any default is made in complying with the requirements of this section, the company and every officer who is in default shall be liable to a penalty of one thousand rupees for every day during which the default continues but not exceeding one lakh rupees
D. Facts about the case:
1. Default committed by the officers in default/noticee – With reference to the Company Petition Appeal No.2(MP) of 2024 of Jayurance Healthcare Private Limited, the Hon’ble NCLT, Indore vide dated 25.04.2025 passed an order, wherein certain prerequisite directions to the Company were issued by this office. These directions were given to the company by issuing letter no. ROC-G/Jayurance Healthcare/2025-26/487 dated 04.07.2025, which was returned and received on 14.07.2025 to this office. The letter returned with postal authority remark Left.
2. Reply was received to the said Show Cause Notice dated 21.08.2025. Thus, an opportunity of being heard was granted by the Adjudicating Officer to the Company and its Officers in default under the provisions of Section 454(4) of the Act.
E. Order:
1. A. A Show Cause notice bearing ID: SCN/ADJ/07-2025/GL/02215 dated 06.08.2025 was issued to the Company and its Officers in default (hereinafter referred to as the notices) under Section 454 read with Section 12(8) of the Act.
B. The company had submitted its written submission on 21.08.2025 to the said Show Cause Notice dated 06.08.2025.
C. Based on the facts and circumstances of the case, it is observed that the Company has failed to maintain its registered office at the aforementioned address in contravention of Section 12(1) of the Act. Thus, the Company and its every Officer who is in Default shall be liable under the provisions of Section 12(8) of the Act.
D. Thus, an opportunity of being heard was granted by the Adjudicating Officer to the Company and its Officers in default under the provisions of Section 454(4) of the Act. Accordingly, an E-hearing was scheduled on 10.11.2025 at 12:00 pm (IST) and notice bearing ID: EH/ADJ/10-2025/GL/00827 dated 06.10.2025 was issued. Before conducting hearing, Ms. Priya Lodha Khare was requested by mail dated 09.11.2025 to re-scheduled the hearing. On considering the request, the hearing was re-scheduled on 19.11.2025 at 12:00 pm (IST).
E. Further, the company has requested ten days for submission of documentary proof of delivery. Thus, the company has submitted documents on 27.11.2025 in which company has reported that the company has received courier on 17.07.2025 from Flyking Courier Services Private Limited. From the submission of the company, it is clear that the company has maintained its registered on 17.07.2025.
Thus, the period of default is considered from the date of the letter returned undelivered, that is 14.07.2025 to 16.07.2025. Accordingly, the Company and its Officers in default shall be liable to a penalty of Rs. 1000/- per day for continued default, subject to a maximum penalty of Rs. 1,00,000/- (Rupees One Lakh only) each.
F. On the basis of documents submitted, the submissions of the company are satisfactory and it is decided that the
Company and the Officers in default shall be liable to penalty, that is Rs. 3,000/- (Three Thousand Only) each in the instant case.
G. Now, in exercise of the powers conferred on the Adjudicating Officer vide Notification dated 24th March 2015, I hereby impose penalty of Rs.3,000/- (Three Thousand Only) on the Company and its Officers in default namely Smt. Priya Lodha Khare (DIN: 08820825) and Smt. Sapna Khare (DIN: 08820826) under Section 12(8) read with Section 446B of the Act.
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 | JAYURANCE HEALTHCARE PRIVATE LIMITED having CIN as U24110MP2020P TC052160 | 3000 | 0 | 100000 | |
| 2 | PRIYA LODHA KHARE having DIN as 08820825 | 3000 | 0 | 100000 | |
| 3 | SAPNA KHARE having DIN as
08820826 |
3000 | 0 | 100000 |
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 Ahmedabad 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.
Mukesh Kumar Soni,
Registrar of Companies
ROC Gwalior
