TMI Blog1980 (1) TMI 155X X X X Extracts X X X X X X X X Extracts X X X X ..... tion 629A of the Companies Act, 1956. In the complaint it was stated that Bharat Produce Company Ltd., the accused opposite party No. 1, was incorporated as a public limited company on January 15, 1940, under the Indian Companies Act, 1913. Pursuant to a special resolution passed on July 9, 1956, it was converted into a private company. The company was again converted into a public company on or about December 15, 1970, by virtue of the provisions contained in section 43A of the Companies Act, 1956, and continued to function as such. Sri Subkaran Chhawchharia (accused opposite party No. 2) was appointed as a director of the company on January 6, 1959, and in the general meeting of the company held on February 16, 1959, a special resolutio ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... upon by the complainant on or about April 28, 1976, to explain the said contravention of section 269 of the Companies Act, 1956. Thereafter, series of correspondence were exchanged between the company and the complainant from time to time with a view to afford opportunity to seek approval of the Central Government. Since the company failed to comply with the requirements of section 269 of the Companies Act, 1956, finally a show-cause notice was sent to the accused persons on or about August 10, 1978, to which the company replied, vide its letter dated August 22, 1978. In spite of repeated references the accused persons neither applied for nor obtained the approval of the Central Government and the accused No. 2 was continuing in office as a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... le-time director for the first time after the commencement of the Companies (Amendment) Act, 1960, shall not have any effect unless approved by the Central Government." "629A. If a company or any other person contravenes any provision of this Act for which no punishment is provided elsewhere in this Act or any condition, limitation or restriction subject to which any approval, sanction, consent, confirmation, recognition, direction or exemption in relation to any matter has been accorded, given or granted, the company and every officer of the company who is in default or such other person shall be punishable with fine which may extend to five hundred rupees, and where the contravention is a continuing one, with a further fine which may ex ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ; [1967] 37 Comp. Cas. 802 (All.) and a judgment of the Queens' Bench in the case of (2) Sales-MaticLtd. v. Hinchcliffe [1959] 1 WLR 1005. There cannot be any manner of doubt that before a person can be said to have contravened any provision of the Act there must be a specific prohibition or direction thereunder. In the Act with which we are concerned there are some specific provisions incorporating such directions and prohibitions. For example, in section 197A of the Act, it has been specifically provided that no company shall, after the commencement of the Companies (Amendment) Act, 1960, appoint or employ at the same time or after the expiry of six months from such commencement continue the appointment or employment at the same tim ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nterpreting section 21 of the Betting and Lotteries Act, 1934, which declared all lotteries to be unlawful. In that case, the company was prosecuted for installing and maintaining a machine to conduct a lottery and was prosecuted under the above section. It was contended on behalf of the company that section 21 of the Betting and Lotteries Act, 1934, did not create a substantive offence but was merely declaratory of the law. The prosecutor on the other hand contended, that section 21 by implication created an offence for which the penalties prescribed by the Act, could be inflicted. In negativing the contention of the prosecutor, Lord Parker C.J., speaking on behalf of the court, observed that section 21 did not create an offence but it was ..... X X X X Extracts X X X X X X X X Extracts X X X X
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