TMI Blog1999 (12) TMI 771X X X X Extracts X X X X X X X X Extracts X X X X ..... egistered address and sub-section (2) is the deeming provision for delivery of such letter. Thus the conclusion that the cause of action would arise at the place where registered office of the company is situated. - CRL. APPEAL NOS. 1353-57 OF 1999 - - - Dated:- 15-12-1999 - K.T. THOMAS AND M.B. SHAH, JJ. JUDGMENT Shah, J. - Leave granted. 2. The only question involved in these appeals is whether the complaint for the offence punishable under section 113(2) of the Companies Act, 1956, could be filed only where the registered office of the company is situated or where the complainant is residing. The appellant had lodged criminal cases before the Special Court for economic offences in Karnataka at Bangalore on the alleg ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on would arise only where the head office is situated. The Court, therefore, arrived at the conclusion that having regard to section 201 of the Code of Criminal Procedure, 1898, the Magistrate is required to return the complaint for presentation before the proper court with an endorsement to that effect. 3. The learned counsel appearing on behalf of the appellant (complainant) strenuously contended that the order passed by the High Court is, on the face of it, erroneous because admittedly, the appellant is residing at Bangalore. Being purchaser of the shares, he was entitled to get the share certificates at Bangalore and, therefore, cause of action would arise at Bangalore also. For this purpose, he relied upon the decision rendered by ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ot be deemed to be effected unless it is sent in the manner intimated by the member; and" [Emphasis supplied] "113. Limitation of time for issue of certificates. (1) Every company, unless prohibited by any provision of law or of any order of any Court, Tribunal or other authority, shall, within three months after the allotment of any of its shares, debentures or debenture stock, and within two months after the application for the registration of the transfer of any such shares, debentures or debenture stock, deliver, in accordance with the procedure laid down in section 53, the certificates of all shares, debentures and certificates of debenture stocks allotted or transferred : ****** (2) If default is made in complying with sub-sec ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... company is situated as from that place the share certificates can be posted and are usually posted. If the addressee is available at the same locality where the registered office of the company is situated, it is reasonable to think that service of documents may be effected by personally delivering to him. But if the addressee is residing at a distant place, it is unreasonable to expect the company to depute somebody to travel up to that distance to personally deliver it to him. The only usual mode which any company would then adopt is to send it to him by post. For such default, as contemplated under section 113(1), there is no question of any cause of action arising at the place where complainant was to receive postal delivery. What is p ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e place where the dividend warrant would be posted is the place where the company has its registered office and the offence under section 207 would also occur at the place where the failure to discharge that obligation arises, namely, the failure to post the dividend warrant within 42-days. In the facts of that case, the Court observed thus : ". . . The venue of the offence, therefore, would be Delhi and not Meerut, and the Court competent to try the offence would be that Court within whose jurisdiction the offence takes place, i.e. Delhi. This should be so both in law and common-sense, for, if held otherwise, the directors of companies can be prosecuted at hundreds of places on an allegation by shareholders that they have not received ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rred shares is one of the duties of the company in the course of conducting its business according to the provisions of law. Therefore, the interest of the members of the public transacting such business cannot be allowed to be defeated on the plea that relief to the aggrieved persons can be granted only at the place where the office of the company is located." 7. In our view, it appears that the attention of the learned Judge was not drawn to the decision rendered by this Court in H.P. Gupta s case ( supra ) and also to section 113, which, inter alia, provides that the company shall deliver the documents, such as, certificates of shares, debentures and certificates of debenture stocks allotted or transferred in accordance with the ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
