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Penalty Proceedings

MCA Adjudication of Penalties under Section 454

Last updated: 2 October 2026

Many defaults under the Companies Act are now dealt with through penalties imposed by an adjudicating officer rather than prosecution. Our team helps you respond to adjudication notices, make submissions and, where needed, prepare an appeal.

Overview

How MCA adjudication works

Under section 454 of the Companies Act, 2013, the Central Government appoints officers of the Registrar of Companies as adjudicating officers to impose penalties for defaults that attract a penalty rather than imprisonment.

  • The adjudicating officer issues a show-cause notice to the company and its officers in default.
  • The company can make submissions and appear for a hearing. Since August 2024, proceedings are conducted on the MCA e-adjudication platform.
  • If the default has been made good before the notice, the officer may take that into account.
  • The officer passes an order imposing a penalty on the company and each officer in default.
  • An appeal lies to the Regional Director within 60 days of the order.
  • Failure to pay the penalty within 90 days can lead to prosecution.

Many offences under the Act were moved from prosecution to this in-house penalty system by the Companies (Amendment) Act, 2020.

Based on the Companies Act, 2013 and the rules made under it. Last updated: 27 September 2026.

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What This Service Covers

What our adjudication service covers

1

Reviewing the notice and the default alleged

2

Making good the default where possible

3

Written submissions and representation at hearings through authorised professionals

4

Payment of penalty and filing of proof

5

Appeal to the Regional Director within 60 days, where suitable

Key facts at a glance

Section 454

Provision on adjudication of penalties

e-Adjudication

Proceedings conducted on the MCA platform since 2024

Show-cause notice

Starts the proceedings

60 days

To appeal to the Regional Director

90 days

To pay the penalty before prosecution risk

2020 amendment

Moved many offences to penalty adjudication

Common Issues

Where adjudication cases commonly go wrong

Ignoring a notice is the costliest mistake.

Notice ignored

No reply is filed and the penalty is imposed in full.

Default not fixed

The underlying filing is still pending during proceedings.

Appeal time missed

The 60-day window for appeal passes.

Related Services

Related services

Related remedies for past defaults.

Compounding of Offences

For compoundable offences.

Condonation of Delay

Late filings.

NCLT & NCLAT Matters

Tribunal proceedings.

Compliance Health Check

Find gaps early.

Documents Required

Documents we need from you

Notice Documents

Company Records

Our Process

How we handle adjudication

1

Review

Notice and alleged default reviewed.

2

Fix

Default made good where possible.

3

Reply

Written submissions prepared.

4

Hearing

Representation at the hearing by authorised professionals.

5

Order

Penalty paid or appeal considered.

6

Appeal

Appeal to the Regional Director within 60 days, if suitable.

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After the Order

After the order

Close the matter properly.

Payment

Penalty paid within the time allowed.

Proof

Payment filed on the MCA portal.

Appeal

Appeal to the Regional Director within 60 days.

Prevention

Compliance calendar to avoid repeat defaults.

Get in Touch

Share your query and our team will reply during business hours.






    FAQs

    Frequently Asked Questions

    What is MCA adjudication?

    A process under section 454 where an adjudicating officer imposes penalties for certain defaults under the Companies Act.

    On the MCA e-adjudication platform, since August 2024.

    Yes, to the Regional Director within 60 days of the order.

    Non-payment within 90 days can lead to prosecution.

    No. Adjudication imposes penalties for civil defaults; compounding settles offences punishable with fine or imprisonment.

    About Expertvuw

    Who handles your case

    CS Chetna Shoor, Company Secretary and Director, Expertvuw

    CS Chetna Shoor

    ACS – Director, Expertvuw Management Pvt Ltd

    Adjudication matters are handled by Expertvuw’s team. Representation before the adjudicating officer and the Regional Director is made through independent practising professionals authorised to appear.

    Expertvuw Management Pvt Ltd