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2022 (7) TMI 722 - DELHI HIGH COURTScope of the term Deposit - it is alleged that the Respondent No.3 Company has been accepting deposits from Public/Individuals beyond its objective specified in Memorandum of Association and without taking requisite permission and certification from the RBI and concerned government departments - Applicability of Companies Act 2013 and the Companies (Acceptance of Deposit) Rules, 2014 - the amount in question can be treated as deposit or not - HELD THAT:- Section 2(31) of the Companies Act, 2013 that defines “deposit”, came into force from 1st April 2014 and as such, it cannot be applied retrospectively for the share-purchase agreement between the Company and Petitioner that was entered into between the parties back in the year 2010, way back in time before the commencement of the 2013 Act and its provisions - Furthermore, the Companies (Acceptance of Deposits) Rules, 2014 as notified by MCA vide notification No. G.S.R 256(E) dated 31st March 2014 came into force on 1st April 2014. Therefore, the said Rules of 2014 can also not be applied on the amount in question. This Court has come to the conclusion that the amount in question cannot be treated as “deposit” and as such does not attract the penal interest that would have otherwise applied, for the following reasons: a. firstly, the money was given by the Petitioner in the year 2010, and was returned by the Respondent Company to the Petitioner in the year 2018, and hence the same shall be governed by the provisions of The Companies Act, 1956 read with Companies (Acceptance of Deposits) Rules, 1975; b. secondly, as per the General Circular No. 05/2015 dated 20th March 2015 released by the Ministry of Corporate Affairs in consultation with RBI, the amount received by the private companies prior to 1st April 2014 shall not be treated as deposits under the Companies Act, 2013 and Companies (Acceptance of Deposits) Rules, 2014 provided that the same was disclosed by in financial statement for the financial year commencing on or after 1st April, 2014; and c. thirdly, as rightly contended by the learned counsel for the Respondents No. 1 & 2, the inaction of the Office on the said letters dated 11th December 2018 and 31st October 2019 was by virtue of the fact that the prayers contained therein were outside the purview of jurisdiction of Respondents No. 1 & 2. There are no cogent reasons to entertain the petition and allow the prayers sought therein - petition dismissed.
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