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2016 (10) TMI 436 - Tri - Companies LawCompounding of offence - delay in appointing a Woman Director - Company Law Board/NCLT jurisdiction and power to compound offences - Held that:- The Tribunal can exercise its jurisdiction under Section 621A of Companies Act, 1956 or its corresponding Section 441 of Companies Act, 2013. Though the applicant has filed the Application under Section 621A of the Companies Act, 1956, later he has mentioned Section 441 of the Companies Act, 2013 in their Affidavit dated 16th August, 2016. Hence, we are considering the merits of the present case. It is not in dispute that the Applicant Company has violated provisions of Section 149 of the Companies Act, 2013 with respect to the appointment of Woman Director as one of the Board of Directors. Subsequently, the Company has appointed a Woman Director namely Ms. Keerti Chetan Desai at the Board meeting held on 01.03.2016. It has also filed form DIR- 12 with RoC on 02.3.2016 i.e., with the delay of 14 (fourteen) months. The applicants have replied only on 26.09.2015 to the show cause issued to them by RoC vide Ref No. RAP&TG/TBR/009561/2015/SCN/l 054, dated 10.08.2015. The Company has requested the RoC to exonerate them as the financial position of Company was not in good state. The Applicants have filed this application for compounding of offence in question after initiating prosecution. We are satisfied with the reasons furnished by applicants for 14 (fourteen) months delay in complying with the provision of Companies Act for appointing a Woman Director. Hence, we are inclined to permit the applicants to compound the offence in question by taking a lenient view as prayed by the applicants. Accordingly, we dispose off the application by directing first applicant to pay a compounding fee of ₹ 1,00,000/- (Rupees One Lakh Only) and Applicants No. 2 to 4 ₹ 50,000/- (Rupees Fifty Thousand Only) each and deposit the same with the authorities within three weeks. After the receipt of compounding fee, the Registrar of Companies is directed to bring about the compounding of offence to the notice of the Learned Special Judge for Economic offences-cum-VIII AMSJ Court, Hyderabad for passing appropriate orders.
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