The Registrar of Companies, Ahmedabad, acting as Adjudicating Officer under Section 454 of the Companies Act, 2013, passed an order dated 11.02.2026 imposing penalties for violation of Section 12(8) of the Act in connection with non-compliance under Section 12. The matter arose after the Official Liquidator, High Court of Gujarat, informed that a letter dated 18.06.2025 sent to the company in relation to a composite scheme of amalgamation was returned undelivered. The address on the envelope matched the registered office address available on the MCA portal, and other government communications had been received at the same address. After e-adjudication proceedings, the Registrar held that there was a violation of Section 12(1), treated as a one-time offence punishable under Section 12(8). A penalty of ₹1,000 each was imposed on the company and its officers in default. The default period was from 04.08.2025 to 14.10.2025. Payment is required within 90 days, with appeal available within 60 days.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Ahmedabad
Registrar Of Companies, ROC Bhavan , Opp Rupal Park Society, Behind Ankur Bus Stop, Naranpura, Ahmedabad, Gujarat, India, 380013
Phone: 079-27438531
E-mail: roc.ahmedabad@mca.gov.in
Order ID: PO/ADJ/02-2026/AD/01645 | Dated: 11/02/2026
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 SUZUKI MOTOR GUJARAT PRIVATE LIMITED [herein after known as Company] bearing CIN U34200GJ2014FTC079460, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at BLOCK NO. 334 AND 335, HANSALPUR, NEAR VILLAGE BECHARAJI, MANDAL NA HANSALPUR AHMEDABAD GUJARAT INDIA 382130
Individual details:
In the matter relating to ARNAB ROY ___________________
In the matter relating to BHAVESH L SHAH ___________________
In the matter relating to MAHESWAR SAHU ___________________
In the matter relating to MANJAREE CHOWDHARY ___________________
In the matter relating to SHIGETOSHI TORII ___________________
In the matter relating to HISASHI TAKEUCHI ___________________
In the matter relating to TAKAHIRO MURAMATSU ___________________
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 – This office had received Official Liquidator, Ahmedabad vide letter No. OL/Amal/1351/2025 dated 04.08.2025 has informed that in the matter of composite Scheme of Amalgamation of Suzuki Motor Gujarat Private Limited with Maruti Suzuki India Limited in CA(CAA)28 OF 2025. Their office had issued a letter to M/s. Suzuki Motor Gujarat Private Limited on 18.06.2025, but the said letter was returned from the Postal Authority. He further requested to initiate necessary action under Section 12 of the Companies Act, 2013. It appears from the aforesaid circumstances that the subject company has violated section 12 of the Companies Act, 2013. Thus, the company, and its officers have contravened the provisions of the said section and rules of the Companies Act 2013. Hence, companies/officers in default are liable to penalize under Section 12 (8) of the Companies Act, 2013 by initiating Adjudicating proceedings under Section 454 of the Companies Act, 2013 read with Rules made thereunder by initiation of in-house adjudication proceedings for non-compliance of the aforesaid provisions of the Companies Act, 2013. The default period from 04.08.2025 to 14.10.2025.
2. The letter of the Official Liquidator, High Court of Gujarat dated 04.08.2025
E. Order:
1. An e-adjudication notice dt 14-10-2025 in the instant case u/s 12 of the companies act 2013 was issued pursuant to the letters of the Official Liquidator, High Court of Gujarat dt 04-08-2025 wherein the OL has stated that a letter from his office was issued to M/s Suzuki Motor Gujarat Private Limited on 18-06-2025 in a composite scheme of amalgamation seeking certain information/ documents which was returned. Pursuant to this, the OL pointed out violation of section 12 of the companies act 2013 seeking necessary action from the O/o RoC, Gujarat against M/s Suzuki Motor Gujarat Private Limited. It is observed from the address mentioned on the envelope sent by OL addressed to the company that it is identical to the registered office of the company as available on the MCA portal which is comprehensive. Also, it is seen that other postal communications sent by other government offices with the same address details have been received at the Registered Office of the company as seen from the inward register maintained by the company. During the course of e-adjudication, the authorized representatives made their submissions which has been looked into and it is held that there is a violation of section 12(1) as a one time offence punishable under Section 12(8) of the Companies Act, 2013 thereby rendering the justification provided by the company untenable.
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 | SUZUKI MOTOR GUJARAT PRIVATE LIMITED having CIN as U34200GJ2014F TC079460 | 1000 | 0 | 100000 | |
| 2 | ARNAB ROY having DIN as 02522674 | 1000 | 0 | 100000 | |
| 3 | BHAVESH L SHAH having PAN as AAHPS7169P |
1000 | 0 | 100000 | |
| 4 | MAHESWAR SAHU having DIN as 00034051 | 1000 | 0 | 100000 | |
| 5 | MANJAREE CHOWDHARY having DIN as 03402143 | 1000 | 0 | 100000 | |
| 6 | SHIGETOSHI TORII having DIN as 06437336 | 1000 | 0 | 100000 | |
| 7 | HISASHI TAKEUCHI having DIN as 07806180 |
1000 | 0 | 100000 | |
| 8 | TAKAHIRO MURAMATSU having DIN as 10209083 | 1000 | 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.
Keerthi Narayana,
Registrar of Companies
ROC Ahmedabad
