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2017 (11) TMI 1911 - HC - Companies LawValidity of impugned order - whether conforms to Section 212 of the Companies Act, 2013 or not - HELD THAT:- There were no materials in the present case and which can be termed as enough to warrant the exercise of power by the Central Government by resorting to section 212(1) of the Act of 2013. The Central Government, in the order under challenge, did not spell out any circumstances, except outlining its power under the above sections to order investigation into the affairs of a company in public interest. None disputes that power or its existence. In para 2 of the impugned order, however, a reference is made to the report of the Registrar of Companies, West Bengal, dated 13th January, 2016. We have already held that the findings in this report are not enough for the Central Government to exercise the drastic power. Something more was required and to be established as circumstances or material enough for exercise of the power. That is clearly lacking in this case. The petitioner is not challenging the jurisdiction or authority of 1st respondent to order investigation by SFIO. Therefore, the procedure followed by the 1st respondent alone is examined in this writ petition. According to Merriam Websters Dictionary of Law, the word opinion means a belief stronger than impression and less strong than positive knowledge Therefore, the 1st respondent is required to form an opinion i.e., something more than mere re-telling of gossip or hearsay and reflects judgment or belief resulting from what one thinks on a particular question. Such belief or conviction is manifested by 1st respondent in ordering investigation by SFIO - In the case on hand, this Court is of the view that the order dated 10.06.2016 of 1st respondent does not reflect forming opinion on the necessity for investigation by SFIO. The order impugned in the writ petition does not satisfy the requirements i.e., is of the opinion, that it is necessary to investigate in Section 212 (1) of the Act - the order is set aside - It is clarified that this Court has not examined the merits of the matter, and after perusing the record produced, the issue is remitted back to 1st respondent for re-consideration afresh in accordance with Section 212 of the Act.
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