TMI Blog1996 (8) TMI 400X X X X Extracts X X X X X X X X Extracts X X X X ..... pport of the petition that the company floated a public issue of 33 lakhs equity shares of Rs. 10 each and since the company was sick at that time the petitioners applied for the allotment of those shares and also paid the initial application money upon which 21,15,400 shares were allotted to the petitioners. It is stated that the share certificates were issued endorsed as fully paid-up and some of them were also transferred by the petitioners. In the meanwhile, cheques issued by the first and ninth petitioners bounced. Thereafter, notices of forfeiture of the shares were sent by the company on December 2, 1995, which were not received by petitioners Nos. 5 to 9 but the others received and replied to the same. Yet on January 11, 1996, a pub ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... inary issue whether the petition is maintainable. On this issue, learned counsel for the petitioners, submitted that any matter relating to a company can be heard only by the company court or by the District Court notified under section 10 of the Act. He also submitted that under rule 9 of the Companies (Court) Rules, 1959, the company court has inherent powers to give directions to meet the ends of justice which can be invoked even if there are no other proceedings as is being done under the analogous provisions of section 482 of the Criminal Procedure Code, 1973. It was, therefore, submitted that even if there is no specific section under which this petition was to be filed, it could always be entertained under rule 9 of the Companies ( ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 155 of the Companies Act which empowers the court to rectify the register of members if the name of any person is, without sufficient cause, omitted from the register of the members of the company. This section, however, was omitted by the Companies (Amendment) Act, 1988, with effect from May 31,1991, because this power was assigned to the Company Law Board under section 111(4). Again, by a recent amendment brought about by the Depositories Ordinance, 1996 * , section 111 has been confined to a private company and a new section 111A has been incorporated which empowers the Company Law Board to direct any company to rectify the register or the records if the transfer of shares is in contravention of the provisions of the Securities and Exc ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... urt held that since the district court was not notified under section 10, the petition had to be filed in the High Court. It appears that this case was followed by a single judge of this court in Nizamabad Corn Products Pvt. Ltd. v. Vasudev Dalia [1992] 3 ALT 303. Here again, there was a suit against a resolution removing the director. The single judge held that because section 283 was not one of the sections in respect of which a District Court was notified, the company court has jurisdiction. It was mentioned there that this particular aspect was not taken into consideration in an earlier decision of this court in Avanthi Explosives P. Ltd. v. Principal Subordinate Judge [1987] 62 Comp. Cas. 301 , where it was held that such a sui ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... o. 2 ) v. Cochin Stock Exchange Ltd. [1990] 69 Comp. Cas. 256 (Ker), Marikar ( Motors ) v. Ravihumar ( M.I. ) [1982] 52 Comp. Cas. 362 (Ker) and Mylavarapu Ramakrishna Rao v. Mothey Krishna Rao [1947] 17 Comp. Cas. 63 (Mad). The leading case on this point is Wolverhampton New Water Works Co. v. Hawhesford [1859] 6 CB (NS) 336; 7 WR 464. The general rule, when relating to the trial of new offences created by statute, was explained by Willies J. in that case as follows : "There are three classes of cases in which a liability may be established founded upon a statute. One is, where there was a liability existing at common law, and that liability is affirmed by a statute which gives a special and peculiar form of remedy differe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... a Rubber and Produce Co. Ltd. [1911] 1 KB 455 (CA). Learned counsel for the petitioners referred to the decision in Public Passenger Service Ltd. v. M. A. Khadar, AIR 1962 Mad 276, which was confirmed by the Supreme Court in [1966] 36 Comp. Cas. 1 (SC). Though this case is related to forfeiture of shares, it will be seen that the petition was only for rectification. While such rectifications were admissible by reason of section 155 which was then extant, such a petition is no longer maintainable since section 155 has been omitted from the Act. In my considered opinion, therefore, this company petition is not maintainable as the petitioners are unable to indicate the section under which the petition was required to be filed before th ..... X X X X Extracts X X X X X X X X Extracts X X X X
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