2020 (10) TMI 967 - Tri - Companies Law

Oppression and mismanagement - forgery of signature on the Financial Statements of the 1st Respondent Company for the Financial Years 2013-14 and 2014-15 the Power of Attorney dated 31.07.2006 and the two PANCARDS bearing Nos. ASEPK5529M and AFWPN7566B - requirement of forensic investigation or not - HELD THAT - Considering the signature in the Financial Statements and the two PAN cards of the applicant and also perusing the letter dated 23.04.2018 sent by the Company Secretary this Tribunal finds that there is a difference in the signature of the applicant. Hence this tribunal is of the opinion that a forensic verification is necessary before disposing of the Company Petition. This Tribunal is of the view that the ends of natural justice would be met if all the facts that could have a bearing on the issues before us must be brought on record. For this purpose in exercise of the statutory powers conferred on this Tribunal under Rule 43 of the NCLT Rules 2016 and also under Section 424 of Companies Act 2013 requiring the production of documents it is deemed necessary to call for necessary documents such as the original audited Financial Statements for the period 2013-14 and 2014-15 signed by the Board of Directors PAN Cards of applicant Power of Attorney executed on 31.07.2006 in order to set a correct picture in the matter. This Tribunal hereby direct the Respondent No.1 Company to produce the original audited Financial Statements of the 1st Respondent company for the Financial Year 2013-14 and 2014-15. The applicant is also directed to produce the original Power of Attorney dated 31.07.2006 and the originals of two Pan Cards of the applicant bearing nos. ASEPK5529M and AFWPN7566B to this Tribunal in a sealed cover within two weeks from the date of receipt of this order - The applicant is directed to appear in person before this Tribunal on any working day within two weeks in order to give a specimen signature so that the same can be sent to the Central Forensic Science Laboratory along with the documents for comparing the signature appearing in those documents. Application allowed.

Summary

Issues Involved:
1. Allegation of forged signatures on financial statements and Power of Attorney.
2. Verification of the authenticity of signatures on financial documents.
3. Dispute regarding the possession of two PAN cards with differing signatures.
4. Request for forensic investigation into the disputed signatures.
5. Legal procedures and powers of the Tribunal under NCLT Rules and Companies Act.

Issue-wise Detailed Analysis:

1. Allegation of Forged Signatures:
The applicant, a promoter and director of the 1st Respondent Company, alleged that the financial statements for the years 2013-14 and 2014-15 and a Power of Attorney dated 31.07.2006 were forged. The applicant sought a forensic investigation into these signatures to verify their authenticity.

2. Verification of the Authenticity of Signatures:
The applicant claimed that the signatures on the Articles and Memorandum of Association and the financial statements did not match. The respondents countered that the applicant had different signatures on various documents, including two PAN cards. The respondents argued that the applicant did not raise the issue of non-convening AGMs for the financial years 2013-14 and 2014-15 earlier, implying that the applicant attended and approved the financial statements.

3. Dispute Regarding Two PAN Cards:
The applicant had two PAN cards with differing signatures, leading to questions about the authenticity of the signatures. The applicant contended that the second PAN card was obtained by the 3rd respondent without his knowledge, while the respondents argued that the applicant himself obtained both PAN cards, indicating a habit of using different signatures.

4. Request for Forensic Investigation:
The Tribunal noted the necessity of a forensic investigation to resolve the dispute over the signatures. Rule 43(3) of the NCLT Rules allows for forensic examination in cases of alleged forgery or fabrication of statutory records. The Tribunal decided to send the disputed documents for forensic verification to the Central Forensic Science Laboratory (CFSL).

5. Legal Procedures and Powers of the Tribunal:
The Tribunal referred to Section 424 of the Companies Act, 2013, which empowers it to regulate its procedure and enforce its orders as a civil court. The Tribunal directed the production of original audited financial statements, the Power of Attorney, and the PAN cards for forensic examination. The applicant was also required to provide a specimen signature for comparison.

Conclusion:
The Tribunal directed the 1st Respondent Company to produce the original financial statements for 2013-14 and 2014-15, and the applicant to produce the original Power of Attorney and PAN cards. The applicant was also required to provide a specimen signature. The documents and specimen signature were to be sent to the CFSL for forensic examination. The costs of the forensic investigation were to be borne by the applicant, who was directed to deposit Rs. 30,000 for this purpose. The application was allowed with these directions.

Dated: 13th October 2020