The Registrar of Companies (ROC) in Goa has issued an order imposing a penalty on Gazra Analytical Solutions Private Limited for non-compliance with Section 12 of the Companies Act, 2013. The company, along with its directors, was found in violation of the requirement to maintain a functional registered office. The ROC initiated an investigation following a complaint, which revealed that an official letter sent to the company’s registered address was returned as “unclaimed.” Further on-site inspections at both the registered and a new address found no physical presence of the company’s office.
The company and its two directors, Sagar Dhiraj Kolhe and Akash Atmaram Dusane, failed to respond to a show cause notice issued on August 8, 2025. As a result of this non-response and the confirmed violation, the ROC levied penalties. A penalty of ₹49,500 was imposed on the company, and an equal penalty of ₹49,500 was imposed on each of the two directors. The penalties were reduced in accordance with Section 446B of the Act, which applies to “Small Companies.” The company has been directed to rectify the default by establishing a functional registered office and to pay the penalties within 90 days.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Goa
ROC-cum-Official Liquidator, Ministry of Corporate Affairs, Corporate Bhawan, EDC Complex, Plot No.21, Patto, Panaji, Goa, India, 403001
Phone: 0832-2438618/2438617 E-mail: roc.goa@mca.gov.in
Order ID: PO/ADJ/09-2025/GA/00649 Dated: 19/09/2025
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, 2014 for adjudging penalties under the provisions of this Act..
B. Company details:
In the matter relating to GAZRA ANALYTICAL SOLUTIONS PRIVATE LIMITED [herein after known as Company] bearing CIN U63111GA2024PTC016889, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at HOUSE NO. 204 M, CHAMBERS PANAJI, PANJIM Panaji Tiswadi North Goa Goa India 403001
Individual details:
In the matter relating to SAGAR DHIRAJ KOLHE [herein after known as individual] having DIN 10759501 and having its address at PANCHWATI HSG, SHARAD NAGAR ROAD NO 2 CHIKHALI Haveli Pune Maharashtra India 411062
In the matter relating to AKASH ATMARAM DUSANE [herein after known as individual] having DIN 10823851 and having its address at C/O AKASH DUSANE, JUNASATARA, ARADHNA COLONYC, O GOPAL HARI PACHPANDE, BHUSAWAL, Bhusawal Jalgaon Maharashtra India 425201
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
Facts about the case:
Default committed by the officers in default/noticee – As per the provisions of Section 12 of the Companies Act, 2013, every company is required to have a registered office capable of receiving and acknowledging all communications and notices as may be addressed to it. The company is further required to paint or affix its name and address of its registered office outside every office or place of business in legible characters and to keep the registered functional at all times.
That this office has received a complaint against the company, which was taken up with the company vide this office letter dated 16.05.2025, however, the said letter has been returned undelivered to this office with postal remark “Unclaimed”. Further, from the postal remark on the envelope of the letter, it was found that the company has been shifted to different location i.e., “Magnum Chamber, St.Inez”. The official of this office was deputed to visit both the addresses of the registered office to verify the physical presence, but no registered office of the company was found at both the addresses. Hence, the company and its directors have violated the provision of section 12 of the Companies Act, 2013 and are liable for penal action under section 12(8) of the Companies Act, 2013.
2. No e-hearing was requested by the company
E. Order:
1.1 This office has received a complaint against the company, which was taken up with the company vide this office letter dated 16.05.2025, however, the said letter has been returned undelivered to this office with postal remark “Unclaimed”. Further, from the postal remark on the envelope of the said letter, it was found that the company has been shifted to different location i.e., “Magnum Chamber, St.Inez”. The official of this office was deputed to visit both the addresses of the registered office to verify the physical presence, but no registered office of the company was found at both the addresses. Hence, the company and its directors have violated the provision of section 12 of the Companies Act, 2013 and are liable for penal action under section 12(8) of the Companies Act, 2013.
2. In this regard, A Show Cause Notice vide notice ID no. SCN/ADJ/07-2025/GA/02182 dated 08.08.2025 was issued to the company and its officers in default under section 454 r/w section 12 of the Companies Act, 2013 through E-adjudication Module on account of failure to maintain the registered office of the company.
3. No reply has been filed by the company or its officers to the said notice issued by the Adjudicating Officer. The last date for filing reply to the notice was 23.08.2025.
4.In view of facts of the case, the Adjudicating Officer, in exercise of the powers conferred under the Companies Act, 2013, has imposed a penalty of Rs.49,500/- on the company and Rs.49,500/- each on the Officers in default for contravention of the provisions of section 12 of the Companies Act, 2013 for non-maintenance of registered of the company. It is noted that the said company qualifies as a Small Company in terms of the provisions of the Companies Act, 2013. Accordingly, in view of the applicability of section 446B of the Act, the penalties have been levied after granting the benefit of reduced penalty as prescribed therein.
5. Further, the company is directed to rectify the default by maintaining the registered office of the company in compliance with section 12 of the Companies Act, 2013.
6. 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 | GAZRA ANALYTICAL SOLUTIONS PRIVATE LIMITED having CIN as U63111GA2024P TC016889 | 49500 | 0 | 100000 | |
| 2 | SAGAR DHIRAJ KOLHE having DIN as 10759501 | 49500 | 0 | 100000 | |
| 3 | AKASH ATMARAM DUSANE having DIN as 10823851 | 49500 | 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.
Trupti Sharma,
Registrar of Companies
ROC Goa
