Provision of Companies Act, 2013 states that Company has to inform within 30 days after the date of Incorporation and shall submit in Form INC-22 to Registrar of Companies whenever there is a change in registered office.

Facts of the case: M/s Joy Ice Cream (Bangalore) Private Limited was incorporated on July 25, 1996. As per Section 12(1) of Companies Act, 2013 a company shall, within thirty days of its incorporation, have a registered office which shall be capable of receiving and acknowledging all the communications and notices which are addressed to it. In case there is a change in the registered office of the company, the company shall give notice of change in the registered office within thirty days after the date of change and shall submit in Form INC 22 to the registrar. On the verification of the record, the authority came to the conclusion that the company has not filed the Form INC 22. When the office issued a letter on July 27, 2018, for seeking reply with regard to complaints received against the company, the letter was returned unserved. The adjudicating authority issued a notice to the company and the officers in default under section 454 of Companies Act, 2013 for violation of Section 12 of Companies Act, 2013. Decision of the Case: The Company and its officers in default were called upon along with the representatives to present before the registrar of companies. But none of them was present on the said date. The adjudicating authority under section 454(3) of Companies Act, 2013 imposed a penalty of ₹1 lakh on each director and the company and were required to pay the amount on MCA portal and proof of payment to be produced within thirty days from the date of receipt of order. In case a company does not pay the penalty within ninety days as specified under section 454(8) of Companies Act, 2013, the company shall be punishable with fine which shall not be less than ₹25 thousand but which may extend to ₹5 lakh. Further, in case of failure to pay penalty, an officer of the company or any other person who is in default shall be punishable with imprisonment which may extend to six months or with fine which may extend to ₹1 lakh or with both.