9911796707
TMI Blog2010 (8) TMI 774X X X X Extracts X X X X X X X X Extracts X X X X ..... ken over by petitioners. 2. As alleged, the petitioners are professionals being full time employees of M/s. DCM Shriram Consolidated Ltd. ('DSCL'), which was sole secured creditor of the Company. It has been alleged that the Company since its incorporation in the year 1994, was solely under control and management of its original promoters/directors (Mr. R.K. Joshi [the then Managing Director), his family members and close relatives]. In 2005, the Company being in serious financial crisis, was indebted to Punjab National Bank for a sum of Rs. 1044 lakhs; thereby the Bank initiated proceedings under Securitization Act and entire plant, machinery, factory land and other assets of the Company were attached; in such circumstances, the Company a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to 4 were inducted its nominee Directors on the Board of the company on 27-3-2008 - pursuant to which Form 32 and its challan were filed on 14-5-2008 before the Registrar of Cos. 5. However, in extraordinary general meeting convened on 11-6-2008, original promoters (Mr. R.K. Jain the then Managing Director and other Directors) in terms of provisions of section 284 of Co. Act were removed. It has further been alleged that since ex-management of the Company was not co-operating and because of their attitude, present management of the Company (petitioners) is not in a position to fulfil requirements provided under the Co. Act. It has come on record that with regard to the defaults committed by the Company under sections 159, 160, 166, 210 an ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... fficers of the Company being in default within the meaning of section 5 of the Act are liable to be prosecuted for such default, breach, negligence, misfeasance etc.; and since in instant case, the contravention having been allegedly committed was of prior date of appointment of petitioners, the petition deserves to be dismissed. 8. It has been informed by respondent-Registrar of Cos. that compliance in reference to notices dated 12-6-2008 and 20-8-2008 has been made and there is no notice thereafter being issued by Registrar of Cos. And no proceedings at present having been initiated under any of provisions of the Co. Act against the company or its Directors including petitioners-1 to 5 herein pending consideration. 9. Para I(i) of the r ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nder section 633(1) of Co. Act, if any proceedings arises out of negligence, default, breach of trust and duty, misfeasance and it appears to the Court that an officer has acted reasonably in the facts and circumstances of the case, he may fairly be relieved partly or wholly from his liability. However, at the same time, under sub-section (2) of section 633 of Co. Act, without there being any proceedings if officer of a Company has reason to apprehend that proceedings might be brought against him in respect of any negligence, default, breach of duty, misfeasance or breach of trust, he may apply to the High Court for relief. But, in the instant case, it is not a case where any proceedings are pending. From the reply, it is clearly manifest t ..... X X X X Extracts X X X X X X X X Extracts X X X X
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