Bikki Raveendra Babu, Member - (1.) M/S. GTPL Hathway Limited and its Managing Director, have filed a compounding application before the Registrar of Companies admitting violation of proviso to Section 149(4) of the Companies Act, 2013, which is punishable under Section 172 of the Act.
(2.) The Registrar of Companies, by his report dated 11th April, 2017, forwarded the said application to this Tribunal on 17th April, 2017. This Tribunal registered the same as C.P. No. 56 of 2017. The report of the Registrar of Companies discloses that no similar offence under Section 149(4) of the Companies Act has been compounded during the last three years by the petitioners.
(3.) Section 149(4) of the Companies Act, 2013 read with Rule 4 of the Companies (Appointment and Qualification of Directors) Rules, 2014 says that every company shall have a Board of Directors consisting of individuals as Independent Directors in case of any class or classes of public companies as may be described. Petitioner No. 1-company is a deemed public company. The paid up share capital of petitioner No. 1-company, as on 31.3.2014, was Rs. 98,34,53,880/-. As per Rule 4 of the Companies (Appointment and Qualification of Directors) Rules, 2014, the following class or classes of companies shall have at least two directors as Independent Directors:- Class-1 - Public company having paid up capital of Rs. 10 crore or more; Class-2 - Public company having turnover of Rs. 100 crore or more; and Class-3 - Public company which have an aggregate outstanding loans, debentures and deposits exceeding Rs. 50 crores.;