Company, Directors Fined by ROC for Non-Compliance with Registered Office Rules

The Registrar of Companies, Mumbai-I, has penalised a company and its directors for failing to maintain a proper registered office as per the Companies Act, 2013.

According to the ROC order, a show cause notice was issued on March 24, 2026, under Section 454 read with Section 12(8) of the Act after the letters sent to the registered office of the company were returned repeatedly as undelivered with postal remarks like “Unclaimed” and “Addressee Absent“.

The company said the postal remarks alone were not enough evidence of non-compliance. The company said that the reasons for delivery failures may be a temporary lack of staff, limited operations in the office due to health issues of one of the directors and ongoing construction work at the premises. Apart from this, the company has submitted photographs of the office premises and an electricity bill as supporting documents.

But the ROC was not satisfied with the explanation. On May 2, 2026, during the inspection, officials found that the company’s name board was displayed at the premises, but the office had remained closed. Also, another letter sent by the ROC on May 11, 2026 also was stamped with postal remarks “Addressee Absent”.

The ROC observed that as per Section 12(1) of the Companies Act, every company shall have and maintain a place at its registered office, where all communications and notices may be addressed and where they shall be received and acknowledged at all times.

As the company qualified as a small company under Section 2(85) of the Companies Act, the penalty amount was reduced by half. Accordingly, a penalty of Rs.7,500 each was imposed on the company and its directors.