Regional Director, South East Region, Ministry of Corporate Affairs, Hyderabad, has issued an order modifying the penalties previously imposed on M/s. Virupaksha Organics Limited and its directors for violations of Section 203 of the Companies Act, 2013. The company and several directors had appealed against an adjudication order dated November 27, 2024, issued by the Registrar of Companies (ROC), Telangana, which levied penalties totaling Rs. 39,70,000 each for the non-appointment of a Company Secretary and a Chief Financial Officer.
During the appeal hearing on June 9, 2025, the Regional Director observed that the ROC’s order had incorrectly calculated the period of violation. The Regional Director modified the period of default to April 1, 2014, to January 31, 2021. Furthermore, the appellants successfully demonstrated that three directors—Mrs. Vedavathi Gangavaram, Mr. Markandeya Gorantla, and Mr. Venkata Ranga Narasimha Mahesh Pidimarri—were non-executive and/or independent directors during the period of non-compliance and were not involved in the company’s day-to-day affairs. Additionally, it was confirmed that Mr. Ravinder Reddy Devireddy, another non-executive director, was deceased. Consequently, the Regional Director set aside the proceedings and penalties against these four individuals, reducing the overall penalty amount.
F. No:9/01/ADJ/SEC.203(5) of 2013/ROC(TG)/RD(SER)/2025 /1731 To 1738
BEFORE THE REGIONAL DIRECTOR, SOUTH EAST REGION
MINISTRY OF CORPORATE AFFAIRS, HYDERABAD
IN THE MATTER OF COMPANIES ACT, 2013
IN THE MATTER OF VIRUPAKSHA ORGANICS LIMITED
1. M/s. VIRUPAKSHA ORGANICS LIMITED
Plot No B1 & B2, IDA, Gandhinagar Kukatpally,
Medchal Malkajhiri District, Rangareddi,
Hyderabad, Telangana, India, 500037.
2. Chandra Mouliswar reddy Gangavaram,
3. Balasubba Reddy Mamilla, 8-3-169/1,
4. Vedavathi Gangavaram,
5. Chandrasekhar Reddy Gangavaram,
6. Markandeya Gorantla,
7. Mr. Venkata Ranga Narasimha Mahesh, …..Appellants
Date of hearing: 09.06.2025
Present: Mr. S. Sarveswar Reddy, PCS
ORDER
1. M/s. VIRUPAKSHA ORGANICS LIMITED has filed an appeal under section 454(5) of the Companies Act, 2013 along with the above appellants in e-form ADJ vide SRN AB2655529 dated 07.02.2025 against the adjudication order issued vide F No. ROC/HYD/VIRUPAKSHA/ADJ/S.203/2024-25 dated 27.11.2024 under section 454(5) of the Companies Act, 2013 read with section 203(5)” of the Companies Act, 2013 passed by the Registrar of Companies, Telaiigana.
2. Registrar of Companies in his Adjudication order dt. 27.11.2024 has stated after considering the facts and circumstances of the case that the company and its directors and every Key Managerial Personnel of the company who is in default are liable to penalty as prescribed under Section 203(5) of the Act for violation of Section 203(1) of the Companies Act, 2013. Further, Registrar of Companies, Telangana passed an order dated 27.11.2024 after hearing Mr. S. Sarveswara Reddy on 07.08.2024 and by fixing a penalty as under:
UNDER COMPANIES ACT, 2013
I. FOR NON-APPOINTMENT OF COMPANY SECRETARY
Penalty as per Companies Act, 2013
| S.no | Name of the company & Officer in default | Final penalty |
| 1. | M/s. Virupakasha Organics Limited | Rs.5,00,000/- |
| 2. | Mr. Chandra Mouliswara Reddy Gangavaram, Managing Director | Rs.5,00,000/- |
| 3. | Mr. Bala Subba Reddy Mamilla, Past Director | Rs.5,00,000/- |
| 4. | Mr. Ravinder Reddy Devireddy, Past Director | Rs.4,70,000/- |
| 5. | Ms. Vedavathi Gangavaram, Director | Rs.5,00,000/- |
| 6. | Mr. Markandeya Gorantla, Past Additional Director | Rs.5,00,000/- |
| 7. | Mr. Chandrasekhar reddy Gangavaram, Whole Time Director | Rs.5,00,000/- |
| 8. | Mr. Venkata Ranga Narasimha Mahesh Pidimarri, Past Director | Rs.5,00,000/- |
| Total Penalty | Rs.39,70,000/- | |
II. FOR NON-APPOINTMENT OF CHIEF FINANCIAL OFFICER:-
Penalty as per Companies Act, 2013
| S.no | Name of the company & Officer in default | Final penalty | |
| 1. | M/s. Virupakasha Organics Limited | Rs.5,00,000/- | |
| 2. | Mr. Chandra Mouliswara Reddy Gangavaram, Managing Director | Rs.5,00,000/- | |
| 3. | Mr. Bala Subba Reddy Mamilla, Past Director | Rs.5,00,000/- | |
| 4. | Mr. Ravinder Reddy Devireddy, Past Director | Rs.4,70,000/- | |
| 5. | Ms. Vedavathi Gangavaram, Director | Rs.5,00,000/- | |
| 6. | Mr. Markandeya Gorantla, Past Additional Director | Rs.5,00,000/- | |
| 7. | Mr. Chandrasekhar Reddy Gangavaram, Whole Time Director | Rs.5,00,000/- | |
| 8. | Mr. Venkata Ranga Narasimha Mahesh Pidimarri, Past Director | Rs.5,00,000/- | |
| Total Penalty | Rs.39,70,000/- | ||
3. The matter was heard on 29.05.2025 and 09.06.2025. Mr. Sarveswar Reddy, Company Secretary in practice/Authorised representative has attended the personal hearing on behalf of the applicants on 29.05.2025 and made submission about the delay in filing the Adjudication appeal. The Regional Director heard the appellant and passed the interim order by observing that the violations are from 01.04.2014 whereas the ROC has passed the adjudication order 02.11.2018 to 31.01.2021. The order should have been for the period 01.04.2014 to 31.01.2021. The order of AO is modified to this extent. Further, appellant has stated that in view of section 149(12) three of Directors are to be excluded being independent and non-executive directors.
4. In this regard, the Authorized Representative has submitted documents to show that Appellant No.4, 6 and 7 were non-executive and/or independent directors. Further, as directed by the Regional Director Mr. Balasubba Reddy Mamilla, Whole Time Director of the Company filed an Affidavit dated 24.06.2025 stating that Mrs. Vedavathi Gangavaram (DIN 02870966), Mr. Mahesh Venkata Ranga Narasinha Pidimarri (DIN 06899296) and Mr. Gorantla Markandeya (DIN 03384248) were Non-Executive directors during the period of default and they were not involved in the day to day affairs or management of the company during the period of non-compliance.
5. That the applicant company has stated that Mr. Ravindra Reddy Devireddy, a non-executive director of the company during the period of non-compliance as mentioned in the appeal, is deceased on 31.05.2023 and requested to exclude him from levying the penalty under section 383 (1) A of the Companies Act, 1956 read with Section 203 of Companies Act, 2013.
6. In view of the above, it is concluded that appellant 4, 6 and 7 are not liable for the violation of Section 203 of the Act.
7. As the AO in the order dated 27.1.1.2024 has erred in fixing the penalty in respect of appellant no 4, 6 and 7 who were independent and /or Non-Executive directors during the period of default with respect to non-appointment of a Whole Time Company Secretary and Chief Financial in accordance with Section 383(1) A of the Companies Act, 1956 IA and Section 203 of Companies Act, 2013 i.e., from 25.03.2006 to 31.01.2021. Accordingly, the order of the AO/ROC dated 27.11.2024 is hereby modified to the extent that order be considered for the period 01.04.2014 to 31.01.2021 and the proceedings against the appellant No.4, 6 and 7 (Mrs. Vedavathi Gangavaram (DIN 02870966), Mr. Markandeya Gorantla (DIN 03384248) and Mr. Venkata Ranga Narasinha Mahesh Pidimarri (DIN 06899296)) are set aside as they fall in the exempted category.
Issued on this 8th day of July, 2025.
RICHA KUKREJA
REGIONAL DIRECTOR(S.E.R.)
HYDERABAD
Copy for information and necessary action to :
1. Registrar of Companies, Ministry of Corporate Affairs,
Hyderabad, Telangana.
2. The Joint Secretary, E-Governance Cell,
Ministry of Corporate Affairs, New Delhi.
RICHA KUKREJA
REGIONAL DIRECTOR(S.E.R.)
HYDERABAD
