Compounding order under Section 441 of the Companies Act, 2013 for violation of Section 96 of the Companies Act, 2013 in the matter of M/s. FOI Foundation

BEFORE THE REGIONAL DIRECTOR (NORTHERN REGION) Company Application No. RDNR/FOIF/COMP/96/2025/F99205759

In the matter of the Companies Act, 2013-Section 96

And

In the matter of FOI FOUNDATION having registered office at H. Delhi, Delhi, India-110017.° NO. M-100, SF Saket, New

In the matter of :

1. FOI Foundation. 2. Mr. Bommireddy Varun Kumar Reddy. 3. Mr. Saurabh Sharma. 4, Mrs. Ruchi Gupta.

Present:

1. Ms. Nidhi Chauhan, Associate Company Secretary.

2. Ms. Aruna M, Assistant Director.

.---For Applicant(s) ..--Presenting Officer

Date of Hearing: 28.11.2025 ORDER

1. An application under Section 441 of the Companies Act, 2013 filed for compounding of offence u/s 96(1) of the Companies Act, 2013 vide Form GNL-1 through SRN F99205759.

2. Ld. ACS for the Applicants prays for compounding of default committed u/s 96 of the Companies Act, 2013 for not holding Annual General Meeting (AGM) of the company for the FY 2022-23. However, ROC has submitted its report vide letter dated 26.03.2025, inter-alia recommending the compounding with maximum imposable fine/compounding fee of Rs. 14,55,000/-. Ld. ACS has confirmed that there is a connected matter which has already been withdrawn by them as the same has not been falling within the jurisdiction ofthe Regional Director but was for similar offence and compounding this application have adverse ramification upon the application that is to be filed before the NCLT.

3. Ld. ACS submits that there is no bar for applying for compounding for two consecutive years of the similar offence u/s 96 of the Companies Act, 2013 therefore, this application may also be allowed to withdrawn so as the compounding application is not hit by the bar u/s 441(2) of the Companies Act, 2013. At this stage, Ld. ACS prays for withdrawal of the compounding application vide letter dated 28.11.2025 with a liberty to file fresh, to again file it with the ROC, for onward submission to the NCLT.

this stage, Ld. ACS prays for withdrawal of the compounding application vide letter dated 28.11.2025 with a liberty to file fresh, to again file it with the ROC, for onward submission to the NCLT.

4. The Presenting Officer, Ms. Aruna M, Assistant Director, concurs with the observation of the Ld. ACS and confirms that withdrawal of compounding application is permissible at any stage before disposal.

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