- (1.) Per MS. INA MALHOTRA, MEMBER (J) This petition has been filed on behalf of the company and its Directors u/s 441 of the Companies Act, 2013/ 621A of the 1956 Act praying for compounding of the offence u/s 96 of the Companies Act 2013. The said petition, which has been routed through the office of the RoC along with their comments, prays for compounding the offence of not holding its first AGM(i.e for 2013-2014) as well for the next Financial year i.e 2014-2015 within the period as mandated under the Statute.
(2.) As per the provision of Section 96(1) of the Companies Act, 2013: "Every company other than a One Person Company shall in each year hold in addition to any other meetings, a general meeting as its annual general meeting and shall specify the meeting as such in the notices calling it, and not more than fifteen months shall elapse between the date of one annual general meeting of a company and that of the next. Provided that in case of the first annual general meeting, it shall be held within a period of nine months from the date of closing of the first financial year of the company and in any other case, within a period of six months, from the date of closing of the financial year. Provided further that if a company holds its first annual general meeting as aforesaid, it shall not be necessary for the company to hold any annual general meeting in the year of its incorporation: Provided also that the Registrar may, for any special reason, extend the time within which any annual general meeting, other than the first annual general meeting, shall be held, by a period not exceeding three months".
(3.) As per averments, the First AGM which should have been held by 31st December 2014 and the second one by 30th September 2015, could only be held on 25.09.2016, i.e with a delay of 634 days and 361 days respectively, thus violating the provisions of Section 96 of the Companies Act, 2013. The default has since been made good.;