THREE SEASONS EXIM WAS FINED BY ROC ₹3.5 lakh FOR NOT SENDING NOTICE OF EGM TO ONE DIRECTOR OF THE COMPANY

 THREE SEASONS EXIM WAS FINED BY ROC ₹3.5 lakh  FOR NOT SENDING NOTICE OF EGM TO ONE DIRECTOR OF THE COMPANY

ROC,VIJAYAWADA VS THREE SEASONS EXIM LIMITED

ISSUE

Extraordinary General Meeting (EGM) held on 12th December 2016

Violation: One director (Mr. Upendranath Nimmagadda) did not receive the mandatory EGM notice.

LEGAL BASIS FOR PENALTY

• Section 101 of the Companies Act, 2013: Requires that notice of every general meeting be sent to all directors, members, auditors, and other prescribed persons.

• Secretarial Standard-2 (SS-2): Reinforces the requirement that notices must reach every director and relevant stakeholders.

As per the rules, notice of a meeting is required to be sent to all Members, Directors, Auditors, the Practising Company Secretary who has issued the Compliance Certificate, Debenture Trustees, if any, and such other specified recipients as may be applicable or required.

• Section 454 of the Companies Act, 2013: Empowers ROC to adjudicate penalties for non-compliance.

PENALTY IMPOSED

• Total Fine: ₹3.5 lakh

• Responsibility: Both the company and its directors were held liable.

• Reasoning: Even though only one director missed the notice, the ROC treated it as a serious lapse in compliance.

KEY LESSONS LEARNED

1. Notices must be served to all directors and stakeholders — even a single omission can trigger heavy penalties.

2. Maintain proof of delivery (registered post, email acknowledgment, courier receipts) to safeguard against disputes.

# YOUR COMPLIANCE PARTNER R V SECKAR, FCS, LLB 79047 19295,