The Registrar of Companies, Kolkata, adjudicated penalties under Section 454 of the Companies Act, 2013, for violation of Rule 8(3) of the Companies (Registration Offices and Fees) Rules, 2014 read with Section 450. The company filed Form MGT-7 for FY 2024–25 with incorrect particulars, erroneously stating four member meetings instead of five due to a clerical mistake. Although the company admitted the error and sought rectification by filing Form GNL-1, the authority held that such administrative correction does not eliminate liability arising from incorrect statutory filings. Since MCA records are relied upon by stakeholders, accuracy is mandatory, and responsibility lies with the signatory. Consequently, penalties of ₹10,000 each were imposed on the company and the responsible officer. The company was directed to rectify the defect and pay penalties within 90 days, with an option to appeal within 60 days.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Kolkata I
4th Floor Plot No.IIIF/16, in AA-IIIF Rajarhat, New Town, Akandakeshari, Kolkata, West Bengal, India, 700135
Phone: 033-22877390
E-mail: roc.kolkata@mca.gov.in
Order ID: PO/ADJ/03-2026/WB/01750 | Dated: 19/03/2026
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 450 OF THE COMPANIES ACT, 2013.
A. Appointment of Adjudicating Officer:
Ministry of Corporate Affairs vide itsGazette notification number S.O. 698(E) dated 10/02/2026 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 POLAR ELEKTRIC LIMITED [herein after known as Company] bearing CIN U28199WB2004PLC100818, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at UNIT NO. 8B & 8C, 8TH FLOOR 23, CIRCUS AVENUE CIRCUS AVENUE CIRCUS AVENUE KOLKATA WEST BENGAL INDIA 700017
Individual details:
In the matter relating to KANISHK GOYAL ______
C. Provisions of the Act:
If a company or any officer of a company or any other person contravenes any of the provisions of this Act or the rules made thereunder, or any condition, limitation or restriction subject to which any approval, sanction, consent, confirmation, recognition, direction or exemption in relation to any matter has been accorded, given or granted, and for which no penalty or punishment is provided elsewhere in this Act, the company and every officer of the company who is in default or such other person shall be 1[liable to a penalty of ten thousand rupees, and in case of continuing contravention, with a further penalty of one thousand rupees for each day after the first during which the contravention continues, subject to a maximum of two lakh rupees in case of a company and fifty thousand rupees in case of an officer who is in default or any other person]
D. Facts about the case:
1. Default committed by the officers in default/noticee –
Whereas as Rule 8(3) of Companies (The Registration Offices and Fees) Rules, 2014 states that: –
The authorized signatory and the professional, if any, who certify e-form shall be responsible for the correctness of the contents of e-form and correctness of the enclosures attached with the electronic form.
The Company has requested by filing Form No. GNL-1 vide SRN: AC2572169 along with Board resolution, request letter and Affidavit to mark defective the STP approved e-form MGT-7 AC0580134 for the financial Year 2024-25. In the reason, the company stated, ?that while filing aforesaid e-Form MGT-7, an inadvertent clerical error occurred whereby under Point No. IX ? ?Meeting of Members/Class of Member/Board/Committees of Board of Directors?, Part A ? Members/Class/Requisitioned/NCLT/Court convened Meetings, the number of meeting of members was incorrectly mentioned as 4 (four) instead of the correct number 5 (five).
As per Section 450 of the Companies Act, 2013 states that: –
If a company or any officer of a company or any other person contravenes any of the provisions of this Act or the rules made thereunder, or any condition, limitation or restriction subject to which any approval, sanction, consent, confirmation, recognition, direction or exemption in relation to any matter has been accorded, given or granted, and for which no penalty or punishment is provided elsewhere in this Act, the company and every officer of the company who is in default or such other person shall be 1[liable to a penalty of ten thousand rupees, and in case of continuing contravention, with a further penalty of one thousand rupees for each day after the first during which the contravention continues, subject to a maximum of two lakh rupees in case of a company and fifty thousand rupees in case of an officer who is in default or any other person].
2. E-Hearing not Requested
E. Order:
1. The Company filed MGT-7 vide AC0580134 (impugned e-form).
Upon examination / on the Company?s own admission, it is found that the impugned e-form was filed with incorrect particulars and/or incorrect/defective attachment(s), namely: that while filing aforesaid e-Form MGT-7, an inadvertent clerical error occurred whereby under Point No. IX Meeting of Members/Class of Member/Board/Committees of Board of Directors, Part A Members/Class/Requisitioned/NCLT/Court convened Meetings, the number of meeting of members was incorrectly mentioned as 4 (four) instead of the correct number 5 (five).
The Company has accepted the above defect/mistake and has requested that the impugned e-form be marked as defective and/or that it be treated as an incorrect filing, vide Form No. GNL-1 vide SRN AC2572169.
Accordingly, a Show Cause Notice No. SCN/ADJ/03-2026/WB/03936 dated 26/03/2026 was issued to: POLAR ELEKTRIC LIMITED having CIN as U28199WB2004PLC100818, KANISHK GOYAL having DIN as 03385366 being the signatory of the impugned e-form.
In response, reply dated 05/02/2026 was received wherein the noticee(s) admitted the defect/incorrect filing and stated that the incorrect filing was inadvertent and requested a lenient view.
The MCA electronic registry is a public record and statutory filings are relied upon by regulators, creditors, shareholders, and other stakeholders. Filing an e-form with incorrect contents and/or enclosures defeats the purpose of an electronic registry and directly triggers the responsibility fixed under Rule 8(3).
In the present case, the impugned e-form was filed with incorrect particulars/enclosures, which has been admitted by the Company. KANISHK GOYAL having DIN as 03385366 is liable for contravention of Rule 8(3).
The request to mark the form as defective is an administrative rectification step and does not erase the completed contravention arising from filing an incorrect statutory e-form. Penalty liability under Rule 8(3) read with Section 450 therefore remains attracted.
In exercise of the powers conferred under Section 454 of the Companies Act, 2013, the undersigned hereby imposes penalty for violation of Rule 8(3) of the Companies (Registration Offices and Fees) Rules, 2014 read with Section 450 of the Companies Act, 2013, as under:
The Company/noticee(s) are further directed to rectify the defect by taking necessary steps on the MCA portal (including filing the correct/appropriate e-form and making necessary request(s) for marking the incorrect filing as defective, wherever such facility/process is prescribed), within prescribed time from the date of receipt of this order, and to intimate this office with proof of compliance.
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 | POLAR ELEKTRIC LIMITED having CIN as U28199WB2004P LC100818 | 10000 | 0 | 200000 | |
| 2 | KANISHK
GOYAL having DIN as 03385366 |
10000 | 0 | 50000 |
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 Kolkata 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.
Arya Pyarelal,
Registrar of Companies
ROC Kolkata I
