SEN HON LEE TECHNOLOGIES and its directors were penalized for holding board meetings with more than 120 days interval, violating Section 173(1) of the Companies Act, 2013. The ruling highlights the legal requirement to maintain timely board meetings to ensure corporate governance compliance.
The Registrar of Companies (ROC), Kanpur, has issued an Adjudication Order (dated 13/10/2025) against SEN HON LEE TECHNOLOGIES PRIVATE LIMITED and its three officers in default—Wu Xiaoping, Huang Weifei, and Gautam Singh. The order cites a violation of Section 173(1) of the Companies Act, 2013, which mandates that the gap between two consecutive meetings of the Board of Directors shall not exceed one hundred and twenty days. During the financial year 2019-20, an inquiry determined that the company held one board meeting on November 5, 2019, and the subsequent meeting on March 26, 2020. This gap exceeded the stipulated 120-day limit, constituting a clear contravention of the Act. As no specific penalty is provided for this particular violation, the penal action was initiated under the general penalty clause, Section 450.
The ROC commenced the formal adjudication process by issuing a Show Cause Notice on June 24, 2025. The order notes that neither the company nor the officers in default provided any response to the notice, nor did they request an opportunity for a formal hearing, even after more than 15 days had passed. Due to the confirmed default and the subsequent failure of the noticees to engage with the Show Cause Notice, the Adjudicating Officer imposed the maximum applicable penalties under Section 450. The company was fined the maximum limit of ₹2,00,000, and each of the three officers in default was individually penalized the maximum amount of ₹50,000. The total penalty imposed on the company and its directors for this contravention totals ₹3,50,000.
The adjudication order strictly requires the company and the notified officers to rectify the default (ensuring proper board meeting intervals going forward) and pay the imposed penalties within 90 days of receiving the order. Penalties levied upon the individual directors must be paid from their personal sources of income via the Ministry of Corporate Affairs’ ‘e-Adjudication’ portal. The noticees have the provision to file an appeal against the order with the Regional Director, RD Noida, within a period of sixty days from the date of receipt, utilizing Form ADJ. The order concludes with a reference to Section 454(8), outlining the potential consequences of failing to pay the penalty within the statutory time limit.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Kanpur
Registrar of Companies, 37/17, Westcottt Buidling, The Mall, Kanpur, Uttar Pradesh, India, 208001
Phone: 0512-2310443,2310227,2310323
E-mail: roc.kanpur@mca.gov.in
Order ID: PO/ADJ/10-2025/KN/00760 Dated: 13/10/2025
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 450 OF THE COMPANIES ACT, 2013.
A. Appointment of Adjudicating Officer:
Ministry of Corporate Affairs vide its Gazette notification number S.O. 831(E) dated 24/03/2015 appointed undersigned as Adjudicating Officer in exercise of the powers conferred by section 454 of the Companies Act, 2013 [herein after known as Act] read with Companies (Adjudication of Penalties) Rules, 2014 for adjudging penalties under the provisions of this Act.
B. Company details:
In the matter relating to SEN HON LEE TECHNOLOGIES PRIVATE LIMITED [herein after known as Company] bearing CIN U25209UP2019PTC117599, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at PLOT NO 10, KASNA ECOTECH -1 EXTENSION -1 NA GREATER NOIDA GAUTAM BUDDHA NAGAR UTTAR PRADESH INDIA 201308
Individual details:
In the matter relating to WU XIAOPING [herein after known as individual] having DIN 08602212 and having its address at NO 301 UNIT 2 BUILDING 17 NO 95 SECTION 3 OF JIANGNAN ROAD JIANGYANG DISTRICT LAUZHOU CITY SICHUAN NA CHINA 646000
In the matter relating to HUANG WEIFEI [herein after known as individual] having DIN 08517634 and having its address at NO.18 QIAOTOUYUAN, DAQIAOBIAN VILLAGE GUISHAN TOWNSHIP HUBEI PROVINCE MACHENG CITY NA CHINA 438300
In the matter relating to GAUTAM SINGH [herein after known as individual] having DIN 08575001 and having its address at GUDHANA VISHARAT NAGAR BISHARAT NAGAR BUDAUN UTTAR PRADESH INDIA 243637
C. Provisions of the Act:
If a company or any officer of a company or any other person contravenes any of the provisions of this Act or the rules made thereunder, or any condition, limitation or restriction subject to which any approval, sanction, consent, confirmation, recognition, direction or exemption in relation to any matter has been accorded, given or granted, and for which no penalty or punishment is provided elsewhere in this Act, the company and every officer of the company who is in default or such other person shall be 1[liable to a penalty of ten thousand rupees, and in case of continuing contravention, with a further penalty of one thousand rupees for each day after the first during which the contravention continues, subject to a maximum of two lakh rupees in case of a company and fifty thousand rupees in case of an officer who is in default or any other person]
D. Facts about the case:
1. Default committed by the officers in default/noticee – The Directorate vide its letter no. Inq./Guard/2021/10971 dated 17.12.2021 and Ministry?s letter no. F.No. CL-II-08/131/2021-DGCoA-MCA dated 13.12.2021 directed to conduct the inquiry u/s. 206(4) of the Companies Act, 2013, against the said company. On examining it was found that in the financial year 2019-20, the Company has held one board meeting on 5th November 2019 and the consequent meeting on 26th March, 2020. Whereas as per Section 173(1) of the Companies Act, 2013, not more than one hundred and twenty days shall intervene between two consecutive meetings of the Board. Hence, it is violation of Section 173(1) of the Companies Act, 2013. Accordingly, the said violation was reported by the Inquiry officer in report dated 08.06.2022. The O/o DGCoA vide its letter No. CL-II-04/190/2022-O/o DGCoA dated 12.08.2024 has accorded the sanction to take penal action. Thus, it is evident that the company and its Directors have failed to comply with the provisions of section 173 (1) of the Companies Act, 2013. And are thus liable for penal provisions U/s 450 of the Companies Act, 2013.
2. Neither any response has been received from the company and its officers-in-default nor any request of hearing received in this regard.
E. Order:
1. This office issued Show Cause Notice on 24.06.2025 to the company and its officer-in-default as the Company has held one board meeting on 5th November 2019 and the subsequent meeting on 26th March, 2020 during the Financial year 2019-20. Whereas as per Section 173(1) of the Companies Act, 2013, not more than one hundred and twenty days shall intervene between two consecutive meetings of the Board. More than 15 days have expired from issue of Show Cause Notice, no response has been received till date. The company and its officer-in default have also not requested for hearing. In the said circumstances, penalty as applicable as mentioned below is being imposed upon the company as well as its officer-in default as per Section 450 of the Companies Act, 2013.
2. The details of penalty imposed on the company, officers in default and others are shown in the table below:
| (A) | Name of person on whom penalty imposed (B) | Rectification of Default required (C) | Penalty Amount (D) | Additional Penalty (E) (*Per day of continuing default i.e. date of rectification of default less order issue date) | Maximum limit for Penalty (F) |
| 1 | SEN HON LEE TECHNOLOGIES PRIVATE LIMITED having CIN as U25209UP2019P TC117599 | 200000 | 0 | 200000 | |
| 2 | WU XIAOPING having DIN as
08602212 |
50000 | 0 | 50000 | |
| 3 | HUANG WEIFEI having DIN as
08517634 |
50000 | 0 | 50000 | |
| 4 | GAUTAM SINGH having DIN as
08575001 |
50000 | 0 | 50000 |
3. The notified officers in default/noticee shall rectify the default mentioned above and pay the penalty, so applicable within 90 days of receipt of the order.
4. The notified officers in default/noticee shall pay the penalty amount via ‘e-Adjudication’ facility which can be accessed through the respective login IDs on the website of Ministry of Corporate Affairs and upload the copy of paid challan / SRN of e-filing (if applicable) on the ‘e-Adjudication’ portal itself. It is also directed that the penalty so imposed upon the officers in default shall be paid from their personal sources/income.
5. Appeal against this order may be filed in writing with the Regional Director, RD Noida within a period of sixty days from the date of receipt of this order, in Form ADJ setting for the grounds of appeal and shall be accompanied by a certified copy of this order [Section 454 (5) & 454 (6) of the Act, read with Companies (Adjudication of Penalties) Rules, 2014].
6. For penal consequences of non-payment of penalty within the prescribed time limit, please refer Section 454(8) of the Companies Act, 2013.
Sanjay Bose,
Registrar of Companies
ROC Kanpur
