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NATIONAL COMPANY LAW TRIBUNAL COURT ROOM NO. 1,

MUMBAI BENCH Item No. 18

CP/45(MB)2026 CORAM:

SH. PRABHAT KUMAR SH. SUSHIL MAHADEORAO KOCHEY HON’BLE MEMBER (TECHNICAL) HON’BLE MEMBER (JUDICIAL)

ORDER SHEET OF THE HEARING ON 27.03.2026 NAME OF THE PARTIES: HYVA (INDIA) PRIVATE LIMITED V/s

REGISTRAR OF COMPANIES.

Section 441 of the Companies Act, 2013

ORDER

1. Mr. A K Siongh, Deputy Registrar, Mumbai, For ROC MUMBAI present. 2. The present Company Petition is filed by Hyva (India) Private Limited

CIN: U50100MH1996PTC102299 (Hereinafter Referred as Petitioner), Mr. Jeffrey Laurentius Josephus DIN: 10564968 (Hereinafter Referred as Petitioner No. 2) and Mr. Jyoti Ranjan Bhuyan DIN: 11031896 (Hereinafter Referred as Petitioner No. 3) under Section 441 of the Companies Act, 2013 read with section 96 and 99 for compounding of offence of the Company for delay in holding of Annual General Meeting of the Company for financial years 2020, 2023 and 2024. The Petitioners

have prayed for following reliefs:-

a) Pass an appropriate order under Section 441 of the Companies Act,

2013, compounding the offence of delay in convening and holding the Annual General Meetings as required under Section 96 of the said Act, either without imposing any cost or with imposition of a

token amount of fine, as this Hon'ble Tribunal deems fit:

i. in respect of Petitioner No. 1 / the Company, for the financial

years ended 31.12.2020, 31.12.2023 and 31.12.2024.

ii. in respect of Petitioner No. 2 / Jeffrey Laurentius Josephus

Zuidgeest, for the financial years ended 31.12.2023 and

31.12.2024

iii. in respect of Petitioner No. 3 / Jyoti Ranjan Bhuyan, for the

financial year ended 31.12.2024.

b) it is therefore humbly prayed that lenient view in the matter may

please be taken by levying minimum compounding fees.

c) The Company and the Directors be relieved from any and every

consequence for the same.

d) To pass such further order or orders and directions as the Hon'ble

Bench may deem fit and proper.

3. The present company petition is being filed under section 441 of the Companies Act, 2013 read with section 96 and 99 for compounding of offence of the Company for delay in holding of Annual General Meeting

of the Company for financial years 2020, 2023 and 2024.

4. HYVA (INDIA) Private Limited was incorporated under the Companies Act, 1956 having its registered Office at Plot # EL-215, M.I.D.C., Mahape,

Navi Mumbai, Maharashtra 400701.

5. The Applicant Company follows 1^st day of January to 31^st day of December, as the financial year. It is submitted that the Hon’ble Principal Bench of Company Law Board (CLB), New Delhi vide its order dated 10^th December, 2015 has approved the continuation of January - December as

Financial Year of the Company (Annexure B).

6. In respect of financial years as mentioned below, the Company could not convene Annual General Meeting within due dates as mentioned below:

7. (A) Delay in holding of the AGM financial year ending 31st December, 2020:

i. The due date for holding was 30.06.2021, extension received for holding the AGM till 30.09.2021. However the Company could hold the AGM till such date, however, the AGM was held on 24.12.2021

thus making the default good.

ii. The Company states that between 31.05.2021 & 01.07.2021, the Company became a victim of cyber- fraud due to fraudulent actions perpetrated by unknown individuals (“Fraudsters”) located outside of India, resulting in a foreign currency outflow of USD 3,441,376.7 (equivalent to INR 25,41,27,390). Out of this the Company was able to retrieve one tranche of payment of USD 4,82,854 (equivalent to INR 3,61,24,844) on July 9, 2021, as the bank reversed the transaction on complaint filed by the Company, while the remaining amount of USD 29,58,522.7 (equivalent to INR 21,80,02,546) has not been retrieved. The Company has also filed a report with the local police

who were investigating into the matter.

(B) Delay in holding of the AGM financial year ending 31st December, 2023:

i. The