Adjudication order of penalties u/s 454(5) of Companies Act, 2013 in the matter of M/s. MAPLLE INFRAPROJECTS LIMITED

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BEFORE THE REGIONAL DIRECTOR, WESTERN REGION

MINISTRY OF CORPORATE AFFAIRS, MUMBAI mich frean, us aa,oRURwre Hara,Has & Ta Gi. -We. Fete (.84.454(5)/ Maplle Infraprojects /137/AB3845379/2025-26/ | GF[5°] rel 4 NOV 2025

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APPEAL UNDER SECTION 454(5) OF COMPANIES ACT, 2013 AGAINST ORDER PASSED FOR OFFENCES COMMITTED UNDER SECTION 137 OF THE COMPANIES ACT, 2013.

In the matter of MAPLLE INFRAPROJECTS LIMITED & ORS.

Ls Maplle Infraprojects Limited 2. Atul Lalitbhai Parekh

• Company - Managing Director. ... Appellants

ORDER

Appeal under sub-Section (5) of Section 454 of the Companies Act, 2013 (Act) r/w the Companies (Adjudication of Penalties) Rules, 2014 (Rules) have been filed by “MAPLLE INFRAPROJECTS LIMITED’ (Company) having CIN L25209MH1988PLC048084 and its Managing Director, against Order No. ROC(M)/MAPLLE/ ADJ-ORDER/Sec/137/5536 to 5538 dated 05/12/2023 (ROC Order) of Registrar of Companies, Mumbai for violating provisions of Section 137 of the Act.

2. The appeal lies within the jurisdiction of the Regional Director, Western Region, Ministry of Corporate Affairs, Government of India.

<3 The Registrar of Companies, Mumbai (RoC Mumbai) vide Adjudication Order dated 05/12/2023 held the Company and its Managing Director, who have defaulted liable for penalty under Section 137(3) of the Act from 31/10/2019 to 18/10/2020 for not filing Financial Statements for the Financial Year 2018-19 within thirty days from the date of Annual General Meeting in pursuance of Section 96 of the Act as under:

|No. of |Penalty<br>imposed<br>on| First<br>days<br>|Company/KMP<br>default<br>default<br>InRs.<br>Maplle<br>Infraprojects<br>N.A.<br>354<br>| Limited<br>days<br>AtulLalitbhaiParekh<br>TOTAL|Default<br>continues| Total<br>penalty (in Rs.)<br>354X1000=<br>3,54,000/-<br>354X100=35,400/-<br>TOTAL!<br>|| Totalpenalty ‘Maximum<br>levied<br>(In | penalty (In<br>Rs.<br>Rs.<br>3,54,000/-| 10,00,000/-<br>oe<br>a<br>i<br>|<br>1,35,400/-| 5,00,000/-<br>— 4,89,400/-|15,00,000/-|| |---|---|---|

TOTAL PENALTY PAYABLE: Rs. 1,64,600/-.

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n<br>Rs.<br>Rs.<br>3,54,000/-| 10,00,000/-<br>oe<br>a<br>i<br>|<br>1,35,400/-| 5,00,000/-<br>— 4,89,400/-|15,00,000/-|| |---|---|---|

TOTAL PENALTY PAYABLE: Rs. 1,64,600/-.

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4, The punishment for contravention of section 137 is prescribed under section 137(3) of the Companies Act, 2013 which states that -

" Ifa companyfails tofile the copy ofthefinancial statements under sub-section (1) or subsection (2), as the case may be, before the expiry of the period specified therein, the company shall be liable to a penalty ofone thousand rupees for every day during which the failure continues but which shall not be more than ten lakh rupees, and the managing director and the Chief Financial Officer ofthe company, ifany, and, in the absence of the managing director and the ChiefFinancial Officer, any other director who is charged by the Board with the responsibility of complying with the provisions of this section, and, in the absence of any such director, all the directors of the company, shall be shall be liable to a penalty of one lakh rupees and in case of continuing failure, with a further penalty ofone hundred rupees for each day after the first during which such failure continues, subject to a maximum offive lakh rupees.”

akh rupees and in case of continuing failure, with a further penalty ofone hundred rupees for each day after the first during which such failure continues, subject to a maximum offive lakh rupees.”

on Appellants have filed Form-ADJ vide SRN AB3845379 dt. 05/05/2025. As per provisions of sub-Section (6) of Section 454, every appeal under sub-section (5) shall be filed within sixty (60) days from the date on which the copy of the order made by the adjudicating officer is received by the aggrieved person. On examination of the application/ appeal, it is seen that the said application/appeal has not been filed within 60 days from the date of passing of the adjudication order dated 05/12/2023.

6.

• Grounds of Appeal & Relief sought:

• a. The company and Directors of the company have not received any notice for hearing or the order ROC(M)/RS/ADJ-ORDER/5533 to 5535 dated 05/12/2023.

• b. The company attributes the non-compliance to an oversight or a genuine mistake rather than than a willful act. .

• b. The company attributes the non-compliance to an oversight or a genuine mistake rather than than a willful act.

• c. The company was undergoing financial stress or liquidity issues, making it difficult to prioritize statutory filings.

• d. Unexpected change in personnel responsible for compliance, which may have contributed to the oversight.

• e. Set aside or reduce the penalty imposed.

• f. Consider the bona fide nature of the default and the rectification done.

• g. Grant any other relief deemed fit in the interest of justice.

7. The matter was posted for hearing as per Section 454(5) read with Section 454(7) of the Act on 10/10/2025 & finally through VC on 29/10/2025. Shri Rupesh Mahadeshwar, Practicing Company Secretary and Shri Chirag Rathod, Advocate, appeared on behalf of Appellants as their authorized representatives. The authorized representatives reiterated the submission made by the applicants in their application and have admitted the contravention of Section 137 of the Companies Act, 2013.

8. RoC, Mumbai vide letter dt.25/09/2025 has stated that as follows:

ion made by the applicants in their application and have admitted the contravention of Section 137 of the Companies Act, 2013.

8. RoC, Mumbai vide letter dt.25/09/2025 has stated that as follows:

   • a. The Appellant has filed E-form ADJ on 05.05.2025 that is after delay of 458 days beyond the prescribed time period of 60 days from the date of receipt of Adjudication order (05.12.2023), as per the provisions of Section 454(6) of

Yi,

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the Act and Rule 4 of companies (Adjudication of Penalties) Rules, 2014. Hence, the Appeal is not maintainable and shall be dismissed in limine.

• b. Further, it is submitted that the appellant has incorrectly mentioned the date of order as 06.03.2025. The said date pertains to notice issued by ROC vide notice no. ROC/MIL/137-137/2025/4578/4579 dated, 06.03.2025 under section 454(8) of the Act for non-payment of penalty before initiating prosecution.

• ce. Furthermore, it is submitted that the notice dated 19/10/2020 and orders dt.05/12/2023 were duly dispatched and none were returned with postal remarks such as ‘undelivered’ or ‘address not found’, which would ordinarily be the case in instances of non-delivery. The appellants have not produced any evidence to substantiate their plea of non-receipt of the order.

• d. Without prejudice to the aforesaid it is further submitted that the Show Cause Notice under Section 454 of the Companies Act, 2013 for non-filing of Annual Return and Financial Statements for the financial year 2018-2019 was issued on 19.10.2020. Thus, the Appellant's contention that the change in compliance personnel and financial stress within the Company led to delay in compliance is untenable in law. Compliance obligations are statutory and independent of any internal managerial disruptions or change in personnel.

financial stress within the Company led to delay in compliance is untenable in law. Compliance obligations are statutory and independent of any internal managerial disruptions or change in personnel. Further, the Appellant's plea regarding the COVID-19 cannot be sustained as the due date of filing Financial Statements in E-form AOC-4 for financial year 2018-2019 had already lapsed before the onset of the nationwide lockdown.

9. Facts of the Case:

a. Section 454(6) of the Companies Act, 2013 read with Rule 4(1) & (2) of the Companies (Adjudication of Penalties) Rules, 2014 states as under - “Section 454(6): Every appeal under sub-section (5) shall be filed within sixty days from the date on which the copy ofthe order made by the adjudicating officer is received by the aggrieved person and shall be in suchform, manner and be accompanies by such fees as may be prescribed.”

• b. Attention is also drawn towards proviso of Rule 4(1) & (2) of the Companies

• , (Adjudication of Penalties) Rules, 2014 which states as under:

  • Rule 4(1): Every appeal against the order of the adjudicating officer shall be filed in writing with the Regional Director having jurisdiction in the matter within a period ofsixty daysfrom the date ofreceipt of the order ofadjudicating officer by the aggrieved party, in Form ADJ setting forth the grounds ofappeal and shall be accompanies by a certified copy of the order against which the appeal is sought......

Rule 4(2): Every appeal filed under this rule shall be accompanied by such fee as provided in the Companies (Registration Offices and Fees) Rules, 2014.”

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• c. On examination of the application/appeal, it is seen that the said application/ appeal has been filed after a period of 517 days from the date of passing of the Adjudication Order dated 05/12/2023.

• d. Attention is also drawn towards proviso of Rule 5(2) of the Companies (Adjudication of Penalties) Rules, 2014 which states as under:

  5. Registration ofappeal.-

n Order dated 05/12/2023.

• d. Attention is also drawn towards proviso of Rule 5(2) of the Companies (Adjudication of Penalties) Rules, 2014 which states as under:

  5. Registration ofappeal.-

  • (1) On the receipt ofan appeal, office of the Regional Director shall endorse the date on such appeal and shall sign such endorsement.

  • (2) If, on scrutiny, the appeal is found to be in order, it shall be duly registered and given a serial number: Provided that where the appeal is found to be defective, the Regional Director may allow the appellant such time, not being less than fourteen days following the date of receipt of intimation by the appellant from the Regional Director about the nature of the defects, to rectify the defects and if the appellant fails to rectify such defects within the time period allowed as above, the Regional Director may by order and for reasons to be recorded in writing, decline to register such appeal and communicate such refusal to the appellant within a period ofseven days thereof:

Provided further that the Regional Director may, for reasons to be recorded in writing, extend the period referred to in thefirst proviso above by afurther period offourteen days ifan appellant satisfies the Regional Director that the appellant had sufficient cause for not rectifying the defects within the period offourteen days referred to in the first proviso.”

rteen days ifan appellant satisfies the Regional Director that the appellant had sufficient cause for not rectifying the defects within the period offourteen days referred to in the first proviso.”

• e. Inthe present case, it is seen that the appeal has been filed after a period of 517 days after the date of passing the Adjudication Order. As such, the said Form ADJ was sent for resubmission (RESUB) and the company was asked to clarify the delay in filing Form ADJ. However, the company failed to submit the E- form within the stipulated period of 14 days as required under proviso to Rule 5(2) of the Companies (Adjudication of Penalties) Rules, 2014 and as such, the form automatically got rejected/invalidated by MCA-21 system itself due to non-submission of Form ADJ within the prescribed time.

• f. It is also pertinent to note that the Regional Director has not been delegated the power to condone the delay in Appeal Matters.

{1, Taking into consideration the Adjudication Order of the Registrar of Companies, Mumbai; submissions made by the Appellants in their application as well as oral submissions of authorized representative during the hearing; further letter of RoC, Mumbai; I am of the considered view that as the company failed the resubmit the E-form within the prescribed time and also as the present appeal is filed after a period of 517 days, the same is rejected without going into the merit of the case as the present appeal filed after limitation period is not admissible under law.

the present appeal is filed after a period of 517 days, the same is rejected without going into the merit of the case as the present appeal filed after limitation period is not admissible under law. Accordingly, the Adjudication Order dated 05/12/2023 passed by ROC, Mumbai is ‘CONFIRMED’ under Section 454(7) of the Act and the appeal is dismissed as time barred.

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12. In view of the above, the present appeal is disposed of with directions to the appellants to pay penalty imposed by the Registrar of Companies, Mumbai vide Adjudication Order dt.05/12/2023 within 90 days, failing which, Registrar of Companies, Mumbai, is directed to file prosecution under Section 454(8) of the Companies Act, 2013,

13. The appellants are also directed to submit the proof of payment of penalty imposed upon them (challans) to the Office of Registrar of Companies, Mumbai, for their record and for further necessary action.

A copy of this order shall be published on the website of the Ministry of Corporate Affairs as per Rules.

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----- Start of picture text -----<br> . mh<br>Signed and sealed on 4 day of November 2025.<br>AOS rey<br>for ox CORPO “<br>[ig OS Hu<br>S$ Ge %» (SANTOSH KUMAR)<br>= al 29 REGIONAL DIRECTOR<br>8 a | OS WESTERN REGION, MUMBAI<br>Fs wee<br>To,<br>1. MAPLLE INFRAPROJECTS LIMITED,<br>303, Man Excellenza, Opp. Juhu Airport Entrance<br>S.V. Road, Vile Parle West,<br>Mumbai City, Mumbai, Maharashtra, India, 400056.<br>2. Atul Lalitbhai Parekh,<br>Shubham Plot NO.7, Vithal Nagar Soc. 10 Road,<br>JVPD Scheme, Juhu, Mumbai 400049.<br>3. Registrar of Companies, Mumbai.<br>4. E-Gov Cell, Ministry of Corporate Affairs, New Delhi.<br>5. Master Copy.<br>6. Office Copy.<br>----- End of picture text -----<br>

(TUSHAR WAGH, ICLS) DEPUTY DIRECTOR

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