The Regional Director, Hyderabad, rejected an appeal filed under section 454 of the Companies Act, 2013 against a penalty order issued under section 450, on the ground that the appellant failed to establish statutory compliance with supporting evidence. Although the appellant claimed that an internal auditor had been appointed, no documentary proof such as an appointment letter, consent, or acceptance was produced during appellate scrutiny. The authority held that unsubstantiated assertions cannot override findings of non-compliance recorded by the Registrar of Companies. In the absence of verifiable records, the appeal was dismissed without consideration on merits, and the penalty order was allowed to stand. The Regional Director further directed the Registrar of Companies to initiate consequential action under section 454(8) of the Companies Act, 2013 for enforcement of the penalty. The order reiterates that appellate proceedings under the Companies Act are evidence-based and that failure to maintain and produce mandatory compliance documentation is fatal to challenges against adjudication orders.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
RD Hyderabad
3rd Floor, Corporate Bhawan, Bandlaguda, Nagole, Tattiannaram Village, Hayat Nagar Mandal, Ranga Reddy District,
Hyderabad, Telangana, India, 500068
Appeal Order ID: PO/ADJ/12-2025/HYD/000170 Dated: 17-12-2025
To the appellant(s),
1. SPIEGEL ENTERPRISES PRIVATE LIMITED
2. LESLIE LAWRENCE VALERIAN DSOUZA,
AND
the respondent
Registrar of Companies
ROC Bangalore
3rd Floor, Corporate Bhawan, Bandlaguda, Nagole, Tattiannaram Village, Hayat Nagar Mandal, Ranga Reddy District, Hyderabad, Telangana, India, 500068
Appeal under section 454 of the Companies Act, 2013 read with rule 4 and 5 of theCompanies (Adjudication of Penalties) Rules, 2014 against the order for adjudication of penalty dated 10-04-2025 of the Registrar of Companies, ROC Bangalore issued under section 450 of the Companies Act, 2013.
A. Facts about the case:
1. An appeal in e-Form ADJ vide SRN AB4633915 dated 14-06-2025 under section 454 of Companies Act, 2013 was filed by the appellant SPIEGEL ENTERPRISES PRIVATE LIMITED in reference to the subject cited above.
2. Based on the scrutiny of the aforesaid appeal, the following observations were made:
It is observed that the company has failed to produce any evidence with regard to the appointment of the internal auditor like appointment letter, acceptance, etc. and in absence of any such supporting documents the contention of the appellant is not acceptable. Hence the the appeal is hereby Rejected.
B. Order:
Hence, in view of the non-compliance on the part of the Appellant, the appeal filed in e-Form ADJ vide SRN AB4633915 dated 14-06-2025 has been rejected. Accordingly, the appeal is disposed off with a direction to the Registrar of Companies, ROC Bangalore to initiate action in accordance with the provisions of section 454(8) of the Companies Act, 2013.
Richa Kukreja,
Office of Regional Director
RD Hyderabad
