MCA Slaps Penalty on Suzuki Motor Gujarat for S. 12 Violation after Official Liquidator Communication Returned [Read Order]

The Ministry of Corporate Affairs ( MCA ) imposed penalties on Suzuki Motor Gujarat Private Limited and its directors for violation of Section 12 of the Companies Act, 2013 after an official communication issued by the Official Liquidator in an amalgamation matter was returned undelivered.

The proceedings started from a communication received by ROC Ahmedabad from the Official Liquidator, High Court of Gujarat, dated 4 August 2025, in connection with a composite scheme of amalgamation of the company with Maruti Suzuki India Limited.

The Official Liquidator informed that a letter dated 18 June 2025 sent to the company seeking information and documents in the amalgamation case was returned by the postal authorities.

Based on this, the Official Liquidator requested the ROC to initiate action under Section 12 of the Companies Act, which requires that a company must maintain a functional registered office capable of receiving and acknowledging communications and notices.

The ROC treated the returned official communication as indicative of non-compliance with registered office obligations.

Further, in its proceedings, ROC noted that the address details and records and noted that the address mentioned on the returned envelope exactly matched the registered office address of the company as available on the MCA portal.

It further recorded that other government communications sent to the same registered office address had been successfully delivered and acknowledged, as shown in the inward register maintained by the company.

Despite the submissions made by the authorised representatives during e-adjudication, the authority held that the explanation offered by the company was not proper. Therefore, it concluded that there was a violation of Section 12(1) and treated as a one-time offence punishable under Section 12(8) of the Act.

The board of members and the company were imposed with 1 lakh penalty each.

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