The Registrar of Companies, Mumbai, imposed penalties under Section 454 of the Companies Act, 2013 for violation of Section 12(1), which mandates maintaining a functional registered office. The action arose after a complaint revealed that official communication sent to the company’s registered address was returned undelivered, indicating non-maintenance of the registered office. Despite issuance of a show cause notice, the company failed to respond or provide evidence of compliance. Consequently, the adjudicating officer concluded that the company and its officers were in default and imposed a penalty of ₹24,000 each, calculated at ₹1,000 per day for 48 days of continuing default. The order also directed rectification of the default and payment within 90 days, with an option to appeal within 60 days. The case underscores strict compliance requirements for maintaining a valid registered office under company law.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Mumbai I
100, Everest, Marine Drive, Mumbai, Maharashtra, India, 400002
Phone: 022-22812627
E-mail: roc.mumbai@mca.gov.in
Order ID: PO/ADJ/04-2026/MH/02051 | Dated: 27/04/2026
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 12(8) OF THE COMPANIES ACT, 2013.
A. Appointment of Adjudicating Officer:
Ministry of Corporate Affairs vide its Gazette notification number S.O. 831(E) dated 24/03/2015 appointed undersigned as Adjudicating Officer in exercise of the powers conferred by section 454 of the Companies Act, 2013 [herein after known as Act] read with Companies (Adjudication of Penalties) Rules, 2014for adjudging penalties under the provisions of this Act.
B. Company details:
In the matter relating to PNMS POLYMORS PRIVATE LIMITED [herein after known as Company] bearing CIN U25190MH2021PTC371465, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at ROOM NO-139 JAI BHAWANI SAMARTH CO-OP HSG SOC MEENATAI THAKRE NAGAR SUMAN NAGAR TROMBA Y ROAD NA MUMBAI MUMBAI CITY MAHARASHTRA INDIA 400071
Individual details:
In the matter relating to PANKAJ KUMAR MAHTO __________________________________________
In the matter relating to NEERAJ KUMAR __________________________________________
C. Provisions of the Act:
If any default is made in complying with the requirements of this section, the company and every officer who is in default shall be liable to a penalty of one thousand rupees for every day during which the default continues but not exceeding one lakh rupees
D. Facts about the case:
1. Default committed by the officers in default/noticee – Whereas this office is in receipt of a Complaint from Smt. Sujata Satish Dhasal against the Company. In view of the Complaint received, this office issued letter No. ROC (M)/IPC/JS/L-1/2025/36 dated 15.12.2025 to the Company at their registered office i.e. ROOM NO-139 JAI BHAWANI SAMARTH CO-OP HSG SOC MEENATAI THAKRE NAGAR SUMAN NAGAR TROMBA, Y ROAD, NA, MUMBAI, Mumbai City, 400071 requesting therewith for comments/clarification and explanations regarding the said Complaint. However, the said letter has returned undelivered with postal remark insufficient address.
Whereas Section 12(1) of the Act states as under:
(1) A company shall, within thirty days of its incorporation and at all times thereafter, have a registered office capable of receiving and acknowledging all communications and notices as may be addressed to it.
Thus, it appears that the Company is not maintaining its registered office in compliance of the Section 12 of the Companies Act, 2013. Ergo, the Company and its every officer who is in default shall be liable to penalty under the provisions of Section 12(8) of the Companies Act, 2013.
2. Noticees did not request for E-hearing and the Adjudicating officer is also of the view that no E-hearing is required in the instant case.
E.Order:
1. A. A Show Cause notice bearing ID: SCN/ADJ/02-2026/MB/03594 dated 03.02.2026 was issued to Company and its Officers in default (hereinafter referred to as the noticees) under Section 454 read with Section 12(8) for default under the provisions of section 12(1) of the Act with respect to non-maintenance of registered office by the Company.
B. No reply was received to the aforesaid show-cause notice on the E-adjudication portal.
C. As stated hereinabove at para D(1), the letter sent by the ROC, Mumbai-I on 15.12.2025 to the Company at its registered office was returned undelivered on 17.12.2025 with postal remark LEFT. The Company has failed to reply to the Show Cause Notice dated 03.02.2026 or produce any evidence with respect to maintenance of its Registered office during the relevant period. Thus, the Company has failed to maintain its registered office at the aforementioned registered office premises in compliance with Section 12(1) of the Act.
D. The Subject Company has not filed its financial statements with the ROC, Mumbai- I since incorporation, therefore, the applicability of the provisions of Section 2(85) of the Act may not be determined. However, in view of details fetched in E-Adjudication portal, the system is considering the Company as small Company .
E. Accordingly, the Company and its Officer in default shall be liable to a penalty of Rs. 1000/- per day for continued default of 48 days that is from 17.12.2025 (date on which the notice was returned undelivered) till 03.02.2026 (date of Show cause Notice). Thus, the Company and its officers in default are liable for penalty of Rs. 24,000/- (Rupees twenty-four thousands only) each under the provisions of Section 12(8) of the Act.
F. Now, in exercise of the powers conferred on the Adjudicating Officer vide Notification dated 24th March 2015, having considered the facts and circumstances of the case, I hereby impose penalty of Rs. 24,000/- (Rupees twenty four thousands only) each on the Company and its Officers in default namely Mr. PANKAJ KUMAR MAHTO (DIN: 09397734), Mr. NEERAJ KUMAR, (DIN: 09397735) under the penal provisions of Section 12(8) of the Act for default of provisions of Section 12(1) of the Act.
2. The details of penalty imposed on the company, officers in default and others are shown in the table below:
| (A) | Name of person on whom penalty imposed (B) | Rectification of Default required
(C) |
Penalty Amount
(D) |
Additional Penalty (E) (*Per day of continuing default i.e. date of rectification of default less order issue date) | Maximum limit for Penalty (F) |
| 1 | PNMS POLYMORS PRIVATE LIMITED having CIN as U25190MH2021P TC371465 | NA | 24000 | 0 | 100000 |
| 2 | PANKAJ KUMAR MAHTO having DIN as 09397734 | NA | 24000 | 0 | 100000 |
| 3 | NEERAJ KUMAR having DIN as
09397735 |
NA | 24000 | 0 | 100000 |
3. The notified officers in default/noticee shall rectify the default mentioned above and pay the penalty, so applicable within 90 days of receipt of the order.
4. The notified officers in default/noticee shall pay the penalty amount via ‘e-Adjudication’ facility which can be accessed through the respective login IDs on the website of Ministry of Corporate Affairs and upload the copy of paid challan / SRN of e-filing (if applicable) on the ‘e-Adjudication’ portal itself. It is also directed that the penalty so imposed upon the officers in default shall be paid from their personal sources/income.
5. Appeal against this order may be filed in writing with the Regional Director, RD Mumbai within a period of sixty days from the date of receipt of this order, in Form ADJ setting for the grounds of appeal and shall be accompanied by a certified copy of this order [Section 454 (5) & 454 (6) of the Act, read with Companies (Adjudication of Penalties) Rules, 2014].
6. For penal consequences of non-payment of penalty within the prescribed time limit, please refer Section 454(8) of the Companies Act, 2013.
Chandan Kumar,
Registrar of Companies
ROC Mumbai
