REG - Tata Steel Limited - Update on Tata Steel's Indian subsidiary

TATA SteelAnnouncement

15/04/2024 07:00

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RNS Number : 5267K  Tata Steel Limited  13 April 2024

 

 
 

 April 13, 2024

 

London Stock Exchange

London

 

Dear Sir, Madam,

 

Sub: Order from Regional Director, Eastern Region, Ministry of Corporate
Affairs, in the matter of Compounding of Offences under the Companies Act,
2013, received by Neelachal Ispat Nigam Limited, a subsidiary company

 

This has reference to the aforementioned subject and is in furtherance to our
earlier disclosure dated September 28, 2023.

 

Neelachal Ispat Nigam Limited ('NINL') was acquired on July 4, 2022, under the
process run by Department of Disinvestment & Public Asset Management,
Government of India. Consequent to the acquisition, NINL became a subsidiary
of Tata Steel Limited ('Company').

 

Post the acquisition, the erstwhile Board of Directors ('Board') and Senior
Management of NINL stepped down from their positions. A new Board was
instituted, and new personnel were appointed to Senior Management and Key
Managerial Personnel positions in NINL.

 

The new Management of NINL undertook a review of the compliances and
identified certain instances of non-compliances (both continuing as well as
one-time) in NINL which pertain to the period prior to the acquisition of NINL
by the Company. The said non-compliances under the Companies Act, 2013 were
subsequently rectified.

 

In April 2023, NINL voluntarily filed 22 compounding applications before the
Registrar of Companies, Cuttack ('ROC') under Section 441 of the Companies
Act, 2013, for compounding the defaults made by NINL under the provisions of
the Companies Act, 2013, prior to NINL becoming a subsidiary of the Company.
Of the 22 applications filed, 19 applications were adjudicated by the ROC vide
Order dated September 26, 2023. The remaining 3 applications were pending
hearing before the Regional Director, Eastern Region, Ministry of Corporate
Affairs.

 

On February 29, 2024, the Regional Director, Eastern Region, Ministry of
Corporate Affairs heard the pending 3 applications on compounding of offences
under Section 441 of the Companies Act, 2013. NINL has on April 12, 2024,
received three Orders dated April 12, 2024, each from the Office of the
Regional Director, Eastern Region, Ministry of Corporate Affairs, imposing an
aggregate penalty of ₹5 lakh on NINL. NINL has made the necessary penalty
payments to relevant authorities.

 

Further details on the abovementioned Orders are enclosed as Annexure.

 

Since NINL is a subsidiary of the Company, the above disclosure is being made
by the Company in compliance with Regulation 30 read with Part A of Schedule
III of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, as amended.

 

This is for your information and records.

 

Thanking you.

 

Yours faithfully,

Tata Steel Limited

 

Sd/-

Parvatheesam Kanchinadham

Company Secretary &

Chief Legal Officer (Corporate & Compliance)

 

Encl: As above

 

Annexure

 SN  Particulars                                                                     Details
 1   Name of Authority                                                               Regional Director, Eastern Region, Ministry of Corporate Affairs (RD)
 2   Nature and details of the action(s) taken,                                      The details of the penalties imposed on NINL forms part of Table A below.

     initiated or order(s) passed
 3   Date of receipt of direction or order, including any ad-interim or interim      NINL has on April 12, 2024, received three Orders dated April 12, 2024, each,
     orders, or any other communication from the authority                           from the RD, on compounding of offences under Section 441 of the Companies
                                                                                     Act, 2013.
 4   Details of the violations / contravention                                       Details of violations / contraventions committed by NINL forms part of Table

                                                                               A.
     committed or alleged to be committed
 5   Impact on financial, operation or other                                         There is no impact on financial, operation or other activities of Tata Steel

                                                                               Limited arising from the Order issued against NINL.
     activities of the listed entity, quantifiable in monetary terms to the extent

     possible

                                                                                     The details of the penalties imposed on NINL forms part of Table A below. The
                                                                                     penalty amounts have been paid to the relevant authorities by NINL.

 

Table A

 SN  Details of violations / contraventions committed by NINL                         Section of the Companies Act, 2013  Compounded Fee Imposed (₹)
 1   Non-filing of the appointment of statutory auditor with the Ministry of          139                                 1,00,000
     Corporate Affairs in e-form ADT-1, for FY 2017-18, within prescribed timelines
 2   Non-filing of the appointment of statutory auditor with the Ministry of          139                                 1,00,000
     Corporate Affairs in e-form ADT-1, for FY 2020-21, within prescribed timelines
 3   Not conducting of adjourned Annual General Meeting (AGM) of NINL for FY          96                                  3,00,000
     2020-21 within the due date as per the Companies Act, 2013 or within extended
     period of time granted by the Registrar of Companies, Cuttack i.e., November
     30, 2021.
 Total                                                                                                                    5,00,000

 

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