The Registrar of Companies, Kolkata issued an adjudication order under Section 454 of the Companies Act, 2013 for violation of Section 137(3) due to Tulsi Dealmark Private Limited’s failure to file its financial statements since FY 2019-20. As per MCA records, the company and its officers did not submit the mandated filings, and no request for e-hearing was made. Under Section 137(3), both the company and responsible directors are liable for penalties for failure and continuing default. After examining the lapse, the ROC imposed penalties of ₹89,000 on the company and ₹25,000 each on the two directors, subject to statutory maximum limits. The order directs rectification and payment of penalties within 90 days through the MCA e-Adjudication portal, mandating that directors pay from personal funds. It also provides the right to appeal before the Regional Director within 60 days and cautions about consequences for non-payment under Section 454(8).
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Kolkata
CORPORATE BHAWAN PLOT NO-II F/16, PRE NO. 05-0852 AA-III F AKANDAKESHARI, NEAR SHAPOORJI
NEWTOWN, Kolkata, WESTBENGAL, India, 700135
Phone: 8076272007
E-mail: roc.kolkata@mca.gov.in
Order ID: PO/ADJ/11-2025/KK/00946 Dated: 22/11/2025
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 137(3) 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 TULSI DEALMARK PRIVATE LIMITED [herein after known as Company] bearing CIN U51909WB2011PTC157240, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at 4, SYNAGOGUE STREET, 8TH FLOOR, ROOM NO-817 NA KOLKATA KOLKATA WEST BENGAL INDIA 700001
Individual details:
In the matter relating to TARUN BANERJEE——–
In the matter relating to GOUTAM DALAL——
C. Provisions of the Act:
(3) If a company fails to file the copy of the financial statements under sub-section (1) or sub-section (2), as the case may be, before the expiry of the period specified therein, the company shall be liable to a penalty of ten thousand rupees and in case of continuing failure, with a further penalty of one hundred rupees for each day during which such failure continues, subject to a maximum of two lakh rupees, and the managing director and the Chief Financial Officer of the company, if any, and, in the absence of the managing director and the Chief Financial Officer, any other director who is charged by the Board with the responsibility of complying with the provisions of this section, and, in the absence of any such director, all the directors of the company, shall be shall be liable to a penalty of ten thousand rupees and in case of continuing failure, with further penalty of one hundred rupees for each day after the first during which such failure continues, subject to a maximum of fifty thousand rupees.
D. Facts about the case:
1. Default committed by the officers in default/noticee – As per the data available on MCA Portal, it is observed that the company has not filed its Financial Statement since FY 2019-20 with the Registrar of Companies, leading to violation of the provisions of Section 137 of the Companies Act, 2013.
2. E-hearing not requested.
Order:
1. The Company has violated the Provision of section 137 of the Companies Act, 2013 for non-filing of Annual return for the financial Year 2019-20. Hence, the company is liable for Penal action under Section 137(3) of the Company Act, 2013.
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 | TULSI DEALMARK PRIVATE LIMITED having CIN as U51909WB2011P TC157240 | 89000 | 0 | 200000 | |
| 2 | TARUN BANERJEE having DIN as 06953142 |
25000 | 0 | 50000 | |
| 3 | GOUTAM DALAL having DIN as
07126081 |
25000 | 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
