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2017 (9) TMI 195 - Tri - Companies LawMis-management of affairs - illegally smuggled potato seeds without the knowledge and consent of the petitioner and without taking the necessary approval from the Government of India - law on investigation into the affairs of the company - proof of misappropriation - Held that:- Substantial allegation disclosing credible information for us to conclude that respondents had been acting with an intention to commit fraud or mis-appropriate or commit any act of any misfeasance. The allegations merely remain the figment of imagination of the petitioners. Merely levelling an allegation would not be sufficient to constitute fraud as has been observed in paras (a) to (d) extracted from Barium Chemicals case Ltd. (1966 (5) TMI 36 - SUPREME COURT OF INDIA). the investigation can be ordered to unearth the facts shrouded in a mystery and not the one patent from the record. Therefore, we are unable to find any iota of evidence in support of any allegation levelled by the petitioner. For example, the allegation is that potato seeds have been imported in India without the requisite sanction from the Government of India. There is no document placed on record showing at least the import of potato seeds or its use or sale. Likewise, there are vague allegations without any substation that assets of 'Simplot India' were illegally sold and sale proceeds were misappropriated. There is not an iota of evidence as to the nature of assets whether land, movable assets or any other. There is no evidence when it was sold. A roving enquiry in law is prohibited by law laid down by Supreme Court Barium Chemicals Ltd. (supra). It is extremely difficult-nay impossible to consider such an allegation as credible information for triggering the investigation process. We, therefore, have remained unable to persuade ourselves to accept the prayer made by the petitioners. The issue concerning impugned meetings held on 08.10.2016, 24.10.2016 and 09.12.2016 at Seattle, Washington would also not be sufficient for us to pass an order concerning investigation. There is no denial by the respondents that the meetings were held and even explanation for holding that meeting have been tendered. The respondents have also placed on record the factum of associating the petitioner and another former Director, Mr. Kakkar for the aforesaid meetings. Such an allegation of illegality of meeting would not fall within the parameter of Section 213(b) of the Act and therefore, on that count also, we are not able to persuade ourselves to accept the prayer made by the petitioners.
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