The Registrar of Companies (ROC), Chhattisgarh, issued an order concerning the delay in filing the Annual Return for the Financial Year 2023-24 by Navbharat Defence Systems Private Limited and its directors, which constituted a violation of Section 92(4) of the Companies Act, 2013, attracting penalties under Section 92(5). The company admitted the default in its response to the Show Cause Notice (SCN), citing unavoidable reasons and difficulties related to the launch of MCA V3 portal forms between June and July 2025. Despite the failure of any representative to appear for the scheduled e-hearing, the Adjudicating Officer was able to determine the facts based on the company’s reply and MCA records, which showed the Annual Return was belatedly filed on July 15, 2025.
Crucially, the ROC referred to the proviso to Section 454(3) of the Companies Act, 2013, which provides an exception for imposing penalties related to the non-compliance of Section 92(4) if the default is rectified within thirty days of the SCN’s issuance. The SCN was issued on June 19, 2025, and the company rectified the default by filing the Annual Return on July 15, 2025. Since the date of rectification fell within the 30-day window from the SCN date (i.e., July 19, 2025), the Adjudicating Officer concluded that no penalty should be imposed on the company or its officers. Therefore, the ROC’s order records a penalty amount of ₹0 for the company and all four directors, including Vijay Kumar Singh, Vishal Kumar Singh, Dhananjay Singh, and Jaivanta Singh, deeming the proceedings related to this specific default to be concluded.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Chhattisgarh
ROC-cum-Official Liquidator, 1st Floor, Late Shri Ashok Pingley Bhawan of Municipal Corporation, Nehru Chowk, Bilaspur, Chhattisgarh, India, 495001
Phone: (07752)-250092(D),250094, E-mail: roc.bilaspur@mca.gov.in
Order ID: PO/ADJ/09-2025/BP/00703 Dated: 30/09/2025
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 92(5) 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 NAVBHARAT DEFENCE SYSTEMS PRIVATE LIMITED [herein after known as Company] bearing CIN U24100CT2020PTC010555, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at C/O NFCL, NAVBHARAT UDYOG BHAWAN, RING ROAD NO.1, TELIBANDHA, NA RAIPUR Raipur Chattisgarh India 492001
Individual details:
In the matter relating to VIJAY KUMAR SINGH [herein after known as individual] having DIN 00037795 and having its address at ________
In the matter relating to VISHAL KUMAR SINGH [herein after known as individual] having DIN 00604665 and having its address at ________
In the matter relating to DHANANJAY SINGH [herein after known as individual] having DIN 07470005 and having its address at ________
In the matter relating to JAIVANTA SINGH [herein after known as individual] having DIN 09549217 and having its address at ________
C. Provisions of the Act:
If any company fails to file its annual return under sub-section (4), before the expiry of the period specified therein, such company and its every officer who is in default shall be liable to a penalty of ten thousand rupees and in case of continuing failure, with further penalty of one hundred rupees for each day during which such failure 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.
D. Facts about the case:
1. Default committed by the officers in default/noticee – It has been observed from records available with this office that the company has defaulted in filing its annual return with the Registrar within the prescribed period for the financial year 202324, and thus makes default in complying with the provisions of section 92(4) of the Companies Act, 2013 which attracts penal provisions of Section 92(5) of the Companies Act, 2013.
2. In response to the Show Cause Notice, replies were received from the Company, duly signed by Mr. Jaivanta Singh, Director of the Company, and officers in default namely Mr. Dhananjay Singh, Mr. Jaivanta Singh & Mr. Vishal Kumar Singh. In the reply, it was submitted that due to unavoidable reasons the Company was not able to file the Annual Return for the Financial Year 2023-24 within the prescribed period. Accordingly, to ensure an opportunity of being heard, an e-hearing was scheduled on 24/07/2025. However, none appeared for the Company and its officers in default on the date so fixed, despite providing them reasonable opportunities of being heard. Hence as per Rule 3 (11) of Companies (Adjudication of Penalties) Rules 2014, the matter is being proceeded with, in the absence of such persons.
E. Order:
1. In response to the Show Cause Notice, it was submitted that due to unavoidable reasons the Company was not able to file the Annual Return for the Financial Year 2023-24 within the prescribed period. The Company is in the process of filing the same. It was further submitted that the company was not able to avail the services for Annual Filing forms either on MCA V2 Portal or on MCA V3 portal from 18th June, 2025 till 14th July, 2025 in view of launch of final set of 38 Company Forms including 13 Annual filing forms and assured that as soon as the Annual Filing forms get launched on MCA V3 portal, the company will be proceeding with filing of Annual Return for the Financial Year 2023-24 with the concerned Registrar of Companies. However, as per MCA records available with this office, the company has filed its Annual return for the F.Y. 2023-24 with the Registrar of Companies belatedly on 15/07/2025.
Based on the submissions made and facts of the case, it is evident that the company and its officers in default have failed to comply with the provisions of section 92(4) of the Companies Act, 2013 and made the default good on 15/07/2025. Further, as per the proviso of sub-section 3 of section 454 of the Companies Act, 2013 which inter alia provides that in case the default relates to non-compliance of sub-section (4) of section 92 or sub-section (1) or sub-section (2) of section 137 and such default has been rectified either prior to, or within thirty days of, the issue of the notice by the adjudicating officer, no penalty shall be imposed in this regard and all proceedings under this section in respect of such default shall be deemed to be concluded.
It is pertinent to mention here that the Show Cause Notice was issued on 19/06/2025 to the Company and its officers in default. Considering the facts and circumstances of the case and after taking into the account the provisions mentioned in the relevant rules followed by amendments in section 454(3) of the Companies Act, 2013, I am of the opinion that no penalty shall be imposed for the default related to non-compliance of section 92(4) of the Act as the said default has been rectified by filing its Annual Return for the financial year ended 31/03/2024 on 15/07/2025.
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 | NAVBHARAT DEFENCE SYSTEMS PRIVATE LIMITED having CIN as U24100CT2020P TC010555 | 0 | 0 | 200000 | |
| 2 | VIJAY KUMAR SINGH having DIN as 00037795 | 0 | 0 | 50000 | |
| 3 | VISHAL KUMAR SINGH having DIN as 00604665 | 0 | 0 | 50000 | |
| 4 | DHANANJAY SINGH having DIN as 07470005 | 0 | 0 | 50000 | |
| 5 | JAIVANTA SINGH having DIN as 09549217 | 0 | 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 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.
Sitaram Gupta,
Registrar of Companies
ROC Chhattisgarh
