Order by Registrar of Companies, Hyderabad, regarding a violation of Section 152(3) of the Companies Act, 2013 by M/S. Oscar FX Private Limited. The company had appointed Ms. Vijaya Bharathi Pendyala as an additional director without a valid Director Identification Number (DIN). The company and its officers were found to be in default and liable for penalties under Section 159 of the Companies Act, 2013.
Section 152(3) of the Companies Act, 2013 states that No person shall be appointed as a director of a company unless he has been allotted the Director Identification Number under section 154.
Whereas Section 159 of the Companies Act, 2013 contemplates that If any individual or director of a company makes any default in complying with any of the provisions of section 152, section 155 and section 156 such individual or director of the company shall be liable to a penalty which may extend to fifty thousand rupees and where the default is a continuing one, with a further penalty which may extend to five hundred rupee for each day after the first during which such default continues.
The order states that the company and its officers are directed to pay a penalty of Rs. 41,900/- within 30 days. The penalty for the company is under Section 159 read with Section 446B of the Act, while the penalty for Mr. Kamal Pasupulati (Managing Director) is as per the Act. The penalties are based on the number of days of default, which is 169 days from the date of allotment of DIN.
The order also mentions that the defaulters should file e-Form INC-28 with the office of the Registrar of Companies, Hyderabad, along with proof of payment within the specified time.
F.NO. U72900TG2014PTC094237/TELANGANA/152 OF 2013/2023/4139 to 4141
BEFORE THE REGISTRAR OF COMPANIES, HYDERABAD
FOR THE STATE OF TELANGANA
2ND FLOOR, CORPORATE BHAWAN,
THATTIANNARAM, G.S.I. POST, BANDLAGUDA,
NAGOLE, HYDERABAD-500 068
PETITION NO. ADJ. 152 OF 2023
IN THE MATTER OF SECTION – 152 OF COMPANIES ACT 2013
AND
IN THE MATTER OF
M/S. OSCAR FX PRIVATE LIMITED
A Company incorporated under the Companies Act, 2013, CIN: U72900TG2014PTC094237, having its Registered office situated at Survey No. 136, 4th Floor, Sreshta Marvel P Janardhanreddy Nagar, Gachibowli, Serelingampally, Hyderabad, Rangareddi – 500084, Telangana, India.
ORDER UNDER SECTION 454 READ WITH SECTION 159 OF COMPANIES ACT, 2013 FOR THE VIOLATION OF SECTION 152(3} OF COMPANIES ACT, 2013.
1. Whereas M/s. OSCAR FX PRIVATE LIMITED (hereinafter referred as ‘Company’) is registered in the State of Telangana vide CIN No: U72900TG2014PTC094237 on 29.05.2014, having its registered office address at Survey No, 136, 4th Floor, Sreshta Marvel P Janardhanreddy Nagar, Gachibowli, Serelingampally, Hyderabad, Rangareddi – 500084, Telangana, has filed an application in GNL-1 vide SRN F57233280 dated 16/01/2023 along with its officers in default u/s 159 for adjudication of violation of section 152(3) r/w section 454 of the Companies Act, 2013 (the Act) seeking necessary orders.
2. It is submitted by the Applicants that the erstwhile board of directors of the company comprising Mr. Kamal Kumar Pasupulati (Managing Director) and Mr. Ravula Pavan Kumar (Director) at its board meeting held on 30/03/2021 has appointed Ms. Vijaya Bharathi Pendyala as Additional Director with effect from 30.03.2021. However, Ms. Vijaya Bharathi Pendyala did not have a valid Director Identification Number (DIN) at the time of her appointment to become the director on the board of directors of the company which is violation of Section 152(3) of the Companies Act, 2013 and liable under Section 159 of the Companies Act, 2013.
3. The applicant company has further submitted that the company and the applicants have realized that due to lack of knowledge over provisions of Companies, Act, 2013, Ms. Vijaya Bharathi Pendyala was appointed unintentionally and inadvertently as director on the board by the erstwhile board of directors without having a valid DIN. Immediately upon realization Ms. Vijaya Bharathi Pendyala, has applied to the Ministry of Corporate Affairs for allotment of DIN on 15.09.2021 and Vijaya Bharathi Pendyala was allotted with DIN 0009320497 on 15.09.2021 by Ministry of Corporate Affairs. Immediately upon allotment of DIN to Ms. Vijaya Bharathi Pendyala, the company has filed e-form DIR-12 with the Registrar of Companies vide SRN T48863625 dated 28/09/2021 to give effect to her appointment as additional director hence, the adjudication request is considered.
4. Whereas as per Section 152(3) of the Companies Act, 2013 states the following:
(3) No person shall be appointed as a director of a company unless he has been allotted the Director Identification Number under section 154:”
5. Whereas Section 159 of the Companies Act, 2013 contemplates the following:
“If any individual or director of a company makes any default in complying with any of the provisions of section 152, section 155 and section 156 such individual or director of the company shall be liable to a penalty which may extend to fifty thousand rupees and where the default is a continuing one, with a further penalty which may extend to five hundred rupee for each day after the first during which such default continues “.
6. After considering the submission made in the application made by the company and the facts of the case it is proved beyond doubt that the company and the officers of the company have defaulted in complying the provisions under Section 155 (3) of the Act. In this regard, the company being a small company, and its officers in default (within the meaning of section 2(60) of the Companies Act, 2013) are hereby directed to pay the following penalty from their own sources.
| Name of the Company | Penalty u/s 159 r/w section 446B of the Act. | ||
| On default | On continuous default, with a further penalty which may extend to five hundred rupees for 169 days (date of allotment of DIN). |
Total penalty | |
| Oscar FX Private Limited | Rs. 25,000/- | 169 @ 100 = 16,900/- | Rs. 41,900/-
(Rupees Forty-One Thousand Nine Hundred |
| Officer in Default | Penalty as per Act. | ||
| On default | On continuous default, with a further penalty which may extend to five hundred rupees for |
Total penalty | |
| 169 days (Date of allotment of DIN). | |||
| Mr. Kamal Pasupulati (Director Kumar Managing) | Rs. 25,000/- | 169 @ 100 = 16,900/- | Rs. 41,900/- (Rupees Thousand only) Forty-One Nine Hundred |
The penalty as indicated above, shall be paid within 30 days from the date of issue of this order by the defaulters (out of their own resources) and file e-Form INC-28, with the office of RoC, Hyderabad with copies of challan in proof of payment.
7. In this regard your attention is also drawn to the provisions of Section 454(5) and (6) which contemplates that:
“(5) Any person aggrieved by an order made by the adjudicating officer under sub-section (3) may prefer an appeal to the Regional Director having jurisdiction in the matter.
(6) Every appeal under sub-section (5) shall be filed within sixty days from the date on which the copy of the order made by the adjudicating officer is received by the aggrieved person and shall be in such form, manner and be accompanied by such fees as may be prescribed.”
8. In this regard your attention is also drawn to the provisions of Section 454(8) (i) and (ii) of the Companies Act, 2013 which read as follows:
(i) Where company fails to comply with the order made under sub-section (3) or sub-section (7), as the case may be, within a period of ninety days from the date of the receipt of the copy of the order, the company shall be punishable with fine which shall not be less than twenty-five thousand rupees, but which may extend to five lakh rupees
(ii) Where an officer of a company or any other person who is in default fails to comply with the order made under sub-section (3) or sub-section (7), as the case may be within a period of ninety days from the date of the receipt of the copy of the order, such officer shall be punishable with imprisonment which may extend to six months or with fine which shall not be less than twenty-five thousand rupees but which may extend to one lakh rupees, or with both.
Issued under my hand and seal on this the 24th of January 2023.
F.NO. U72900TG2014PTC094237/TELANGANA1152 OF 2013/2023
1. M/S. OSCAR FX PRIVATE LIMITED
Survey No. 136, 4th Floor, Sreshta Marvel, P Janardhanreddy Nagar, Gachibowli, Serel Ingampally, Rangareddi-500084,
Hyderabad, Telangana, India.
F.NO. U72900TG2014PTC094237/TELANGANA1152 OF 2013/2023
2. KAMAL KUMAR PASUPULATI (Managing Director) H. No. 4-27, Kanigiri Road, Pamuruu, Prakasham District-523108, Andhra Pradesh, India.
3. GUARD FILE
