The document is an adjudication order issued by the Registrar of Companies, Cuttack under Section 454 of the Companies Act, 2013 for violation of Section 450 of the Companies Act, 2013. Khemka Refractories Private Limited was required under Rule 12(1B) of the Companies (Accounts) Rules, 2014 to file Form CSR-2 for the financial year 2020-21 on or before 30.06.2022 but filed it only on 27.05.2026. The company, in its reply, stated that CSR details had been disclosed in Form AOC-4 filed on 15.02.2022 and that the omission to file Form CSR-2 separately occurred inadvertently during the COVID-19 period. The Adjudicating Officer noted that the company admitted the delayed filing and held that the default continued from the due date until the form was filed. Accordingly, penalties were imposed under Section 450 on the company and its officers in default for the period from 01.07.2022 to 26.05.2026. A penalty of ₹2,00,000 was imposed on the company, and ₹50,000 each on Shankar Lal Khemka and Deepak Khemka, with directions to pay within 90 days and file the prescribed e-form after payment.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Cuttack
ROC-cum-Official Liquidator, Ministry Of Corporate Affairs, Corporate Bhawan, 2nd & 3rd Floor, Plot No-9(P), Sector-1,
CDA, Cuttack, Orissa, India, 753014
Phone: 0671-2366952
E-mail: roc.cuttack@mca.gov.in
Order ID: PO/ADJ/07-2026/CT/02521 Dated: 13/07/2026
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 450 OF THE COMPANIES ACT, 2013.
A. Appointment of Adjudicating Officer:
Ministry of Corporate Affairs vide its Gazette notification number S.O. 698(E) dated 10/02/2026 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 KHEMKA REFRACTORIES PRIVATE LIMITED [herein after known as Company] bearing CIN U26922OR2003PTC007353, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at KAMAKHYA NAGAR, NA DHENKANAL ORISSA INDIA 759018
Individual details:
In the matter relating to SHANKAR LAL KHEMKA ——————-
In the matter relating to DEEPAK KHEMKA ———–
C. Provisions of the Act:
If a company or any officer of a company or any other person contravenes any of the provisions of this Act or the rules made thereunder, or any condition, limitation or restriction subject to which any approval, sanction, consent, confirmation, recognition, direction or exemption in relation to any matter has been accorded, given or granted, and for which no penalty or punishment is provided elsewhere in this Act, the company and every officer of the company who is in default or such other person shall be 1[liable to a penalty of ten thousand rupees, and in case of continuing contravention, with a further penalty of one thousand rupees for each day after the first during which the contravention continues, subject to a maximum of two lakh rupees in case of a company and fifty thousand rupees in case of an officer who is in default or any other person]
D. Facts about the case:
1. Default committed by the officers in default/noticee – Rule 12(1B) of the Companies (Accounts) Rules, 2014 inter-alia provides that :-
Every Company covered under the provisions of sub-section (1) to section 135 shall furnish a report on Corporate Social Responsibility in Form CSR-2 to the Registrar for the preceding financial year (2020-21) and onwards as an addendum to Form AOC-4 or AOC-4 XBRL or AOC-4 NBFC (Ind. AS), as the case may be.
Provided that for the preceding financial year (2020-21), Form CSR-2 shall be filed separately on or before 30.06.2022, after filing Form AOC-4 or AOC-4 XBRL or AOC-4 NBFC (Ind. AS), as the case may be.
In view of above provisions, Form CSR-2 for the Financial Year 2020-21 was required to be filed by the company on or before 30.06.2022. However, it is observed that the company has filed form CSR-2 for the said financial year 2020-21 only on 27.05.2026. Therefore, the company has contravened the provisions made under Rule 12(1B) of the Companies (Accounts) Rules, 2014 and accordingly, the company and its officers in default for the relevant period are liable for penalty under the provisions of Section 450 of the Companies Act, 2013.
2. Reply has been received from the Company in response to the SCN dated 12.06.2026. Further, the company and other noticee have not opted for e-hearing. The Adjudicating Officer is of the opinion that the records available is suffice for adjudicating the matter. Hence, no e-hearing has been provided.
E. Order:
1.
(i) The Company in its reply dated 25.06.2026 has submitted that :-
We hereby inform your good office that for the FY 2020-21, we had filed form AOC-4 on 15.02.2022 in which the company disclosed the CSR applicability, where provision was made for Rs.1193135.28/- and against which company had spent /rs.1336320/- which was in excess of provision made. The detail CSR activity was disclosed in Form AOC-4, however, during COVID-19 inadvertently, the company missed to file Form CSR-2 as addendum. But, now we have filed for CSR-2 for FY 2020-21 vide SRN-AC3670025 dated 27.05.2026, whose acknowledgement is enclosed for your record and reference.
(ii) As per requirement of Rule 12(1B) of the Companies (Accounts) Rules, 2014, the form CSR-2 for the Financial Year 2020-21 was required to be filed on or before 30.06.2022. However, the company has filed the Form CSR-2 for the said financial year, only on 27.05.2026. The company has also acknowledged and admitted that inadvertently, the said form was not filed within the prescribed time limit. Therefore, belated filing if any, can make good the offence, but the default continues from the due date of filing till the filing of the said form.
Having considered the facts and circumstances of the case and the documentary evidence available on record, it is concluded that the company and its directors/officers for the relevant period have violated the provisions of Rule 12(1B) of the Companies (Accounts) Rules, 2014. Therefore, I am imposing penalty upon the company and its Directors/Officers in default for the period from 01.07.2022 (due date of filing) to 26.05.2026 (last date up to which form was not filed) under the provisions of Section 450 of the Companies Act 2013.
(iii) The company and the directors/officers in default shall pay the penalty amount as mentioned herein below through online mode in compliance with Rule 3(14) of the Companies (Adjudication of Penalties) Amendment Rules, 2019, within a period of 90 days from the date of receipt of this order, specifying the details of this order and the name of the noticee making such payment. Further, the company shall file e-Form INC-28 along with a copy of this order and the payment challans immediately after payment of the penalty amount.
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 | KHEMKA REFRACTORIES PRIVATE LIMITED having CIN as U26922OR2003P TC007353 | 200000 | 0 | 200000 | |
| 2 | SHANKAR LAL KHEMKA having DIN as 01334116 | 50000 | 0 | 50000 | |
| 3 | DEEPAK
KHEMKA having DIN as 01333980 |
50000 | 0 | 50000 |
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 Hyderabad 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.
Sitaram Gupta,
Registrar of Companies
ROC Cuttack
