MCA Penalizes Rs. 3.57 lakhs on Company and Directors for Default on Mandatory Appointment of Woman Director [Read Order]
A total penalty of Rs. 3.57 lakhs was imposed on the company and its directors for the period under default.
![MCA Penalizes Rs. 3.57 lakhs on Company and Directors for Default on Mandatory Appointment of Woman Director [Read Order] MCA Penalizes Rs. 3.57 lakhs on Company and Directors for Default on Mandatory Appointment of Woman Director [Read Order]](https://www.taxscan.in/wp-content/uploads/2025/04/MCA-Penalize-company-TAXSCAN.jpg)
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. 3.57 lakhs has been imposed on the company and directors for the failure to appoint a woman director for the company by virtue of Section 149 of the Companies Act, 2013.
The Company. Sajjan India Limited has its paid-up share capital of Rs. 3.81 crores and its turnover is 1580.89 crores on 31-3-2022, and according to Section 149 of the Companies Act, the company had an obligation to appoint a woman director as per the above-mentioned statistics.
The adjudicating authority had issued a show cause notice (SCN) for which a reply was furnished, which stated that the company had appointed a woman director on 20-1-2020 in compliance with Section 149 of the Companies Act, 2013, but she resigned on 25-5-2022. The reply also stated that the company was in search of a new woman director and the delay in the appointment was not intentional.
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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-
(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.”
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The adjudicating authority noted that the vacancy should have been filed within 3 months, but it was not completed by the company. After receiving the letter from the MCA, the company appointed a woman director, and thus the period of non-compliance is from 26.08.2022 till 28.03.2023.
The adjudicating authority did not accept the reply furnished by the company and reached the conclusion that there was a serious breach of Section 149 of the Act, as the company was aware of its statutory responsibility to appoint a woman director.
Thus, a total penalty of Rs. 3.57 lakhs was imposed on the company and its directors for the period under 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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