The Registrar of Companies, Mumbai imposed penalties under section 454 read with section 12(8) of the Companies Act, 2013 for non-compliance with mandatory disclosure requirements on company letterheads. A Ministry-directed inspection revealed that the Board Report for FY 2019–20 was issued on a letterhead that did not display the Corporate Identity Number (CIN), contact number, and email address, contrary to section 12(3)(c), which mandates printing of these particulars on all official business communications. The company admitted the lapse, contending that the details were unchanged since incorporation and available on public MCA records, but this explanation was rejected. The plea for leniency as a small company was also denied, as section 446B relief was not applicable to section 12 defaults during the relevant period. Treating the date of signing of the Board Report as the default date, the Adjudicating Officer held the violation established and imposed a penalty of ₹1,000 each on the company and the directors in default, with directions for rectification and payment.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Mumbai
Registrar Of Companies, 100, Everest, Marine Drive, Mumbai, Maharashtra, India, 400002
Phone: 022-22812627,022-22812645
E-mail: roc.mumbai@mca.gov.in
Order ID: PO/ADJ/12-2025/MB/01177 | Dated: 18/12/2025
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 OM SHYAMJI FOODS PRIVATE LIMITED ………………….
Individual details:
In the matter relating to ANIL KUMAR GUPTA …………………..
In the matter relating to RAGHAV GUPTA ANILKUMAR ……………..
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 – The Ministry vide its letter No. CL-II-07-489/2021 dated 02.03.2022 had ordered an Inspection in the subject Company. Accordingly, an Inspection was carried out and Inspection Report was submitted on 23.0Whereas the Ministry, vide its letter No. CL-II-07-489/2021 dated 02.03.2022, had ordered an Inspection in the subject Company. Accordingly, an Inspection was carried out and Inspection Report was submitted on 23.05.2023. Further, the Company has also filed a suo-motu adjudication application vide e Form GNL-1 having SRN No. AB5756869 in this regard.
Whereas the provisions of section 12(3)(c) provide that Every Company shall (c) get its name, address of its registered office and the Corporate Identity Number along with telephone number, fax number, if any, e-mail and website addresses, if any, printed in all its business letters, billheads, letter papers and in all its notices and other official publications;
Whereas from the Board Report of the Company for Financial Year 2019-20, the IO observed that, the letterhead used did not bear the CIN, contact number and email id of the Company. The Company in its reply admitted that they were not aware of the same. However, address, contact no, email id remains same which was at the time of incorporation and same is available under ROC master data which is public documents and there is no change till date. Thus, the IO concluded that the Company failed to mention CIN, contact number and email id in letterhead used for Board Report in contravention of provisions of section 12(3)(c) of the Companies Act, 2013.
2. The Adjudicating Officer granted an opportunity of being heard to the Company and its Officers in default under the provisions of Section 454(4) of the Act. Accordingly, an E-hearing was scheduled on 11.12.2025
E. Order:
1. A. A Show Cause notice bearing ID: SCN/ADJ/09-2025/MB/02642 dated 10.10.2025 was issued to Company and its Officers in default under Section 454 read with Section 12(3)(c) of the Act.
B. No reply was received from the Noticees on E-adjudication Portal. Thus, the Adjudicating Officer granted an opportunity of being heard to the Company and its Officers in default under the provisions of Section 454(4) of the Act. Accordingly, an E-hearing was scheduled on 11.12.2025 at 04:39 PM (IST) and notice bearing ID: EH/ADJ/12-2025/MB/00957 dated 09.12.2025 was issued for the same.
C. The scheduled hearing was attended by Mr. Parth Joshi, Practicing Company Secretary who has admitted the default on behalf of the all the noticees and submitted that the Company was Small Company during the period of default. However, during the default period the Section 446B of the Act was not applicable to the Sections other than 92(5), 117(2) and 137(3) of the Act. Thus, I am constrained not to extend the benefit a benevolent provision of Section 446B to the noticees on account of their sheer negligence.
D. Based on IO report and a suo moto adjudication application, and submission made during E-hearing, it is observed that as per the Board Report of the Company for Financial Year 2019-20, the letterhead used did not bear the CIN, contact number and email id of the Company. The period of default is considered the date of signing of Board report for FY 2019-2020 that is 22.10.2020. Thus, the Company and its Officers in default shall be liable to a penalty of Rs. 1000/- under the provisions of Section 12(8) for default of Section 12(3)(c) of the Act.
E. Now, in exercise of the powers conferred on the Adjudicating Officer vide Notification dated 24th March 2015, I hereby impose penalty of Rs. 1,000/- (Rupees One Thousand only) each on the Company and its Officers in default namely ANIL KUMAR GUPTA (Director) and RAGHAV GUPTA ANILKUMAR (Director) under Section 12(8) 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 | OM SHYAMJI FOODS PRIVATE LIMITED having CIN as U15400MH2008P TC187366 | NA | 1000 | 0 | 100000 |
| 2 | ANIL KUMAR GUPTA having DIN as 01495712 | NA | 1000 | 0 | 100000 |
| 3 | RAGHAV GUPTA ANILKUMAR having DIN as 06948758 | NA | 1000 | 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
