Woman Director under 2nd Proviso to Section 149(1) of Companies Act, 2013 read with Rule 3 of The Companies (Appointment and Qualifications of Directors) Rules, 2014


At least ONE WOMAN DIRECTOR in following companies:

  • Listed Company
  • Public CompanyPaid up Share Capital Rs. 100 CRS OR MORE


Turnover Rs. 300 CRS OR MORE

Paid up share capital or turnover, as the case may be, shall be taken as per the latest audited financial statements.

Woman Director

Period of Compliance:

Companies Existing Prior to Commencement of the Act One Year from the date of Commencement of the Companies Act, 2013
Companies Incorporated After the Commencement of the Act Six Months from the date of its incorporation

Intermittent Vacancy:

To be filled in before:

Immediate next Board Meeting


3 Months from the date of such vacancy

  Whichever is later

Penalty for Non Compliance

No specific penalty or punishment.

Therefore, Section 172 shall apply which provides general penalty for violation of any of the provisions covered under Chapter XI- Appointment and Qualifications of Directors.

Accordingly, the persons liable are:

The Company Rs. 50K + Rs. 500 per day in case of continuing failure

Max Rs. 3 Lacs

Every Officer of the Company Rs. 50K + Rs. 500 per day in case of continuing failure

Max Rs. 1 Lac


(In case of any inconsistency or clarification/ suggestions, author can be contacted for further details at [email protected], M.No. +91 8076064476)

Disclaimer: The views and opinions expressed in this article are those of the author. The legal information is not advice and should not be treated as such.

Author Bio

Qualification: CS
Company: Jyoti Pandey, Company Secretaries
Location: Daryaganj, Delhi, India
Member Since: 15 Sep 2021 | Total Posts: 2

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October 2021