BEFORE ADJUDICATION OFFICER
REGISTRAR OF COMPANIES CUM OFFICIAL LIQUIDATIOR, CHHATTISGARH
Company BANGDA REAL INFRA LIMITED (CIN: U70200CT2013PLC001018) (herein after known as Company] is a registered company with this office under the provisions of Companies Act, 1956/2013 having its registered address at First Floor, Panchsheel Parisar, Akash Ganga, Supela, Bhilai, Durg, Chattisgarh,490020, India.
Whereas the company is a public limited company hence does not fall under the definition of the small company, therefore, the benefits of section 446B of the Companies Act 2013 cannot be extended to this company while adjudicating penalty.
Facts about the case: -
a) Whereas as per section 12(1) of Companies Act, 2013, A company shall, within thirty days of its incorporation and at all times, thereafter, have a registered office capable of receiving and acknowledging all communications and notice as may be addressed to it.
b) Whereas as per section 12(4) of Companies Act, 2013, Notice of every change of the situation of the registered office, verified in the manner prescribed, after the date of incorporation of the company, shall be given to the Registrar within fifteen days of the change, who shall record the same.
c) Whereas as per section 12(8) of Companies Act, 2013, 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) Whereas this office has forwarded a copy of complaint received from Securities and Exchange Board of India through the Hon'ble Regional Director this office letter No. ROC-cum-OL- C.G./Comp/193/2016/3332 to the company on 30.11.2016. The said letter has been returned undelivered from the company with postal remarks" LEFT".
e) Whereas an inquiry u/s 206 of the Companies Act 2013, was ordered by the hon'ble directorate and the Hon'ble directorate had issued directions to take appropriate necessary legal action u/s 12(1) of the Act.
Show cause notice, reply and personal hearing: -
Therefore, for the above-mentioned violation this office has issued Show cause notice vide this office letter No. ROC-cum-OL-C.G./SCN/Sec.12 (1)/001018/2023/409 to 412 dated 21/06/2023 u/s 12(8) of the Companies Act, 2013 to the company and its officers in default, i.e., Shri Vikash Kumar Dewangan (herein after referred as Noticee-1), Shri Ritesh Kumar Dewangan (herein after referred as Noticee-2), and Shri Kawalram Dewangan (herein after referred as Noticee-3). However, the same was also undelivered with postal remark "Left". Therefore, it is evident that the Company has failed to maintain its registered office during the above- mentioned period, 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.
Further, no reply to the above-mentioned show cause notice was received from company and noticee no 1 and 3. A reply has been received from noticee no 2, whereby he has pleaded that a criminal proceeding is pending before the Ld. District and session judge, DURG against him and documents are attached in the court hence he is not able to reply to the notice.
In reply of noticee no 2, he has only informed regarding the proceedings pending against him, but he failed to describe the reason for non-compliance of section 12(1) of the Act and no reply has been received from the company and noticee no 1 and 3. Therefore for providing an opportunity of being heard, a "Notice of Inquiry" vide. letter No. No. ROC-cum-OL C.G./Adj/Sec.12(1)/001018/2023/446 to 449 dated 04.07.2023 was issued to the Company and its officers in default, and the date of hearing was fixed on 19th July, 2023, in the 0/0 Registrar of the Companies, Chhattisgarh, Ist Floor, Late Shri Ashok Pingley Bhawan of Municipal Corporation Nehru Chowk, Bilaspur, Chhattisgarh-495001. However, the same was returned undelivered and none appeared on behalf of company and noticee no 1,2 & 3.
Therefore, in view of the above said violation of non-maintenance of registered office under the provisions of section 12(1) of the Companies Act, 2013 read with section 12(4) of the Act, and in exercise of the powers vested under Section 454 (3) of the Companies Act 2013, I do hereby impose penalty in the following manner on the company and all the officers in default during the period of offence committed from 03/12/2016 (Date of remark by postal authority) to 19/07/2023 (Date of hearing before Adjudicating officer) in terms of Section 12(1) of the Companies Act, 2013.
Order
In view of the 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-compliance of section 12(1) of the Companies Act 2013, for 2420 days i.e., with effect from 03/12/2016 (Date of remark by postal authority) to 19/07/2023 (Date of hearing before Adjudicating officer) in terms of Section 12(1) of the Companies Act, 2013.
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 Relevant : Non Maintenance of Registered Office
Name: Company, and all the 3 Directors
Default: Section 12(1) & 12(8)
No. of Days of Default: 2420
Per Day penalty for default per person: 1000
Total Default: 24,20,000*4 = 96,80,000
Maximum Penalty: 1,00,000*4=4,00,000
I am of the opinion that penalty is commensurate with the aforesaid failure committed by the Noticees and penalty so imposed upon them shall be paid from their personal sources/income.