F. No:9/31/ADJ/ROC(B)/SEC.405 of Co. Act, 2013/

BEFORE THE REGIONAL DIRECTOR, SOUTH EAST REGION MINISTRY OF CORPORATE AFFAIRS, HYDERABAD IN THE MATTER OF COMPANIES ACT, 2013 IN THE MATTER OF STANLEY OEM SOFAS LIMITED

• Stanley OEM Sofas Limited No. 1/1, Flat S-2, Skyline May Flower Apts, Leonard Lane, Richmond Town, Bengaluru, Karnataka —- 560025.

• 2.Ms. Subha Sunil No. 1/1, Flat S-2, Skyline May Flower Apts, Leonard Lane, Richmond Town, Bengaluru, Karnataka — 560025.

3. Mr. Sunil Suresh No. 275, 10% Cross, Wilson Garden, Bangalore, Karnataka — 560027.

4. Mr. Ananthakrishnan Viswanath C-602, Mantri Pride, Mountain Road,

   • Near Madhavan Park, 15 Block, Jayanagar, Bangalore, Karnataka - 560011

| tite ADpellants

Date of hearing: 24.07.2025

Present: Mr. Vinu Thomas, Company Secretary in Practice.

ORDER

1. M/s. STANLEY OEM SOFAS LIMITED has filed an appeal under section 454(5) of the Companies Act, 2013 along with the above appellants in e-form ADJ vide SRN AB426773 dated 27.05.2025 against the adjudication order issued vide F.No ROCB/Adj.454-405/Stanley OEM Sofas/Co.No.084973/2025/6660 to 6663 dated 25.03.2025 under section 454(5) of the Companies Act, 2013 REN TS

,

==> picture [114 x 19] intentionally omitted <==

----- Start of picture text -----<br> « e ya gelof3<br>----- End of picture text -----<br>

read with section 405 of the Companies Act, 2013 passed by the Registrar of Companies, Bangalore.

2. Registrar of Companies in his Adjudication order dt. 25.03.2025 has stated after considering the facts and circumstances of the case that the company and its directors are liable to penalty as prescribed under Section 405 of the Act for violation of Section 405 of the Companies Act, 2013. Further, Registrar of Companies, Bangalore passed an order dated 25.03.2025 after hearing Mr. Vamsikrishna. K & Mr. Vinu Thomas, Practising Company Secretaries on 06.03.2025 by fixing a penalty as under:

==> picture [457 x 294] intentionally omitted <==

ted 25.03.2025 after hearing Mr. Vamsikrishna. K & Mr. Vinu Thomas, Practising Company Secretaries on 06.03.2025 by fixing a penalty as under:

==> picture [457 x 294] intentionally omitted <==

----- Start of picture text -----<br> aS.No.aeParticluars Maximum Penalty imposed<br>2 Ms. Subha — Sunil, Rs. 40,000/- Rs. 40,000/-<br>ee3 Mr. Sunil Suresh, Rs.ee40,000/- Rs.ee40,000/-<br>eli4 Mr. Ananthakrishnan Rs.ee40,000/- Rs. 40,000/-<br>eats<br>0007<br>3. The matter was heard on 24.07.2025. Mr. Vinu Thomas, Company Secretary<br>in Practice/Authorised representative has attended the personal hearing on<br>behalf of the applicants on 24.07.2025.<br>----- End of picture text -----<br>

4. After hearing the Authorized representative, and the documents submitted evidencing that Shri. Ananthakrishnan Viswanath was a nonexecutive director it is observed that Mr. Ananthakrishnan Viswanath was appointed as Non-executive Director w.e.f 30.12.2015, and continued until his cessation from Board on 20.03.2024, and being a non-executive director was not involved in the day to day affairs of management of the Company and was not aware of any transactions/dues of MSMES. gis E pahe 2 of 3 « a i ‘G.

5. Considering above, the order of A.O is modified to the extent of the penalty levied on Mr. Ananthakrishnan Vishawanath, Ex-Director and the same is set aside and the penalty levied by AO on the other directors is upheld.

Issued on this Dr day of August, 2025. re eS fe. Mw. REAT BwLST/ RICHA KUKREJA wet REGIONAL DIRECTOR(S.E-R-) taqrate HYDERABAD

aside and the penalty levied by AO on the other directors is upheld.

Issued on this Dr day of August, 2025. re eS fe. Mw. REAT BwLST/ RICHA KUKREJA wet REGIONAL DIRECTOR(S.E-R-) taqrate HYDERABAD

Copy for information and necessary action to:

1. Registrar of Companies, Ministry of Corporate Affairs, Bangalore, Karnataka.

2. The Joint Secretary, E-Governance Cell, Ministry of Corporate Affairs, New Delhi.

VEN aM HaAtaT/ RICHA KUKREJA te We 22" REGIONAL DIRECTOR(S.E.R.) Neary Saute JHYDERABAD

Page 3 of3