MCA imposes Penalty for Failure to appoint a Woman Director u/s 149(1) of Companies Act
The company’s representative stated that the delay was due to the impact of the COVID-19 pandemic following the resignation of the previous Woman Director
In the adjudication order passed by the Ministry of Corporate Affairs (MCA) Registrar of Companies under Section 454 of the Companies Act, 2013, a penalty of Rs 5.85 lakhs has been imposed on the company and directors for the failure to appoint a woman director for the company. The company Godrej Tyson Foods Limited had a paid-up share capital of Rs. 19.89 lakhs and a turnover of...
In the adjudication order passed by the Ministry of Corporate Affairs (MCA) Registrar of Companies under Section 454 of the Companies Act, 2013, a penalty of Rs 5.85 lakhs has been imposed on the company and directors for the failure to appoint a woman director for the company.
The company Godrej Tyson Foods Limited had a paid-up share capital of Rs. 19.89 lakhs and a turnover of 785.55 crores on 31-3-2022. According to Section 149 of the Companies Act, the firm was required to select a woman director based on the aforementioned figures, but failed to do so. A Show Cause Notice (SCN) was issued to the company, and a reply was furnished.
It is vital to note that the reply stated that, in pursuance of the SCN, the company appointed Ms. Ahana Gautam (DIN: 08385484) as Woman Director for a five-year term from 10.07.2023 to 09.07.2028.
Section 149 of the Companies Act, 2013, states that “ (I) Every company shall have a Board of Directors consisting of individuals as directors and shall have-
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(a) A minimum number of three directors in the case of a public company, two directors
in the case of a private company, and one director in the case of a One Person Company; and
(b) A maximum of fifteen directors:
Provided that a company may appoint more than fifteen directors after passing a special resolution:
Provided further that such class or classes of companies as may be prescribed, shall have at least one woman director.”
During the hearing, the authorized representative of the company submitted that the default was due to the unprecedented outbreak of the COVID-19 pandemic across the globe, which adversely affected the selection of a new woman director on the board after the resignation of the former female director from the board on 19-2-2020.
The adjudicating authority reached the conclusion that there was a serious breach of Section 149 of the Act, due to which the company and its directors were imposed a total penalty of Rs 5.85 lakhs for the period of default.
This order was issued by B. Mishra, Registrar of Companies & Adjudicating Officer, Maharashtra, Mumbai.
To Read the full text of the Order CLICK HERE
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