2024 (5) TMI 1525

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.... The grievance of the petitioner is that the petitioner is a small company, although coming within the purview of 'listed companies' as contemplated in the Companies Act, 2013. The petitioner has a small capital base of Rs.20 lakhs only and the total number of shareholders of the petitioner company is merely 142, out of which about 120 that is 82%, hold 100 shares or less and there has been no alteration in the shareholding pattern during the past 15 years or more. Learned counsel also points out that there has been no movement in the capital of the company since a long time, also more than 15 years. The Company is listed with the Calcutta Stock Exchange, which has been practically defunct for almost a decade now. It is contended that de....

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....ting or alleviating circumstances which might have visited the company in question before imposing such penalty and or deciding the quantum of the penalty. In the present case, several substantial alleviating circumstances were placed before the ROC by the petitioner company by way of its representation. Although the representation has been substantially narrated in the order of the ROC, in the ordering portion thereof, it is found that the ROC mechanically observed that the applicant company and its officers have defaulted the provisions of Section 203(1) read with section 203(5) of the Act for non-appointment of whole-time Company Secretary and is accordingly liable for penalties under Sub-Section (5) of Section 203. Apparently, the....