ROC Mumbai Penalty for Duplicate DIN under Section 155: Detailed Analysis
The Registrar of Companies, Mumbai passed an adjudication order imposing a monetary penalty of ₹48,870 on an individual director for violating Section 155 of the Companies Act, 2013 by holding two Director Identification Numbers (DINs). The matter arose out of a voluntary disclosure by the concerned individual through a suo motu application.
This order offers important practical guidance for directors and professionals on compliance with DIN-related provisions, the scope of Section 155, and computation of penalty under Section 159 read with Section 454 and the Companies (Adjudication of Penalties) Rules, 2014.
Background of the Adjudication Proceedings
Appointment of Adjudicating Officer
The Ministry of Corporate Affairs, by Gazette Notification No. S.O. 698(E) dated 10/02/2026, appointed the Registrar of Companies, Mumbai as the Adjudicating Officer under Section 454 of the Companies Act, 2013. This appointment authorises the officer to adjudicate and levy penalties in respect of non-compliance under specified provisions of the Act, in accordance with the Companies (Adjudication of Penalties) Rules, 2014.
In the present matter, the Adjudicating Officer exercised this statutory authority to examine contravention of Section 155 and impose penalty under Section 159.
Particulars of the Individual
The adjudication relates to ERROL JAMES DESOUZA, identified in the order as the “individual”, having DIN 00053201 and residing at the address mentioned in the adjudication order. The proceedings are personal to the individual and do not concern a specific company directly; instead, they relate to the personal compliance obligations of a director regarding DIN.
Relevant Legal Provisions
Prohibition on Multiple DINs – Section 155
The core violation stems from Section 155 of the Companies Act, 2013, which states:
“No individual, who has already been allotted a Director Identification Number under section 154, shall apply for, obtain or possess another Director Identification Number.”
Thus, once an individual has obtained a valid DIN under Section 154, the law absolutely bars that person from applying for or holding a second DIN. Any such act constitutes a continuing default until the duplicate DIN is surrendered or the breach is otherwise rectified.
Penalty for Default – Section 159
The penalty mechanism is provided in Section 159 of the Companies Act, 2013, which covers non-compliance with Section 152, Section 155 and Section 156.
Under Section 159:
- Any individual or director who defaults in complying with any of these sections is liable to:
- A penalty which may extend to ₹50,000, and
- Where the contravention is a continuing default, an additional penalty which may extend to ₹500 per day after the first day for the period during which the contravention continues.
This provision enables the Adjudicating Officer to determine a suitable quantum of penalty having regard to the facts of each case, subject to the statutory limits.
Adjudication Procedure – Section 454 and Rules
The proceedings are governed by Section 454 of the Companies Act, 2013 and the Companies (Adjudication of Penalties) Rules, 2014.
Rule 3(12) of the said Rules mandates that, while deciding the amount of penalty, the Adjudicating Officer must consider, among other things:
- Size of the company,
- Nature of business,
- Nature of default,
- Injury to public interest,
- Repetition of default,
- Any disproportionate gain or unfair advantage, and
- Loss caused to investors, creditors or any group of persons.
Although the present case concerns an individual and not directly a company, the same underlying principles of proportionality and impact assessment have been applied.