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TMI Blog2019 (2) TMI 1855X X X X Extracts X X X X X X X X Extracts X X X X ..... pugning an order dated 27.03.2012 passed by respondent no.3 (Assistant Registrar of Companies) under Section 234(1) and Section 234(7) of the Companies Act, 1956 (hereafter 'the Act'). The petitioners also impugn other orders issued under Section 234(3A) of the Act issued thereafter, including the orders dated 18.04.2012, 16.05.2012 and 12.06.2012, inter alia, affording petitioner no.1 company further opportunity to provide the necessary information as sought by respondent no.3. In addition, the petitioners also impugn a communication dated 06.07.2012, whereby petitioner no.1 company was informed that the information provided was unsatisfactory and, accordingly, was called upon to furnish further information indicated therein. 2. In Writ P ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... decision of the Co-ordinate Bench of this Court in Hardicon Ltd. v. Registrar of Companies: (2009) 152 CompCas 13 (Delhi). 5. Before proceeding further, it would be important to refer to the relevant provisions of Section 234 of the Act, which read as under: "234. Power of Registrar to call for information or explanation. - (1) Where, on perusing any document which a company is required to submit to him under this Act, the Registrar is of opinion that any information nor explanation is necessary [with respect to any matter to which such document] purports to relate, he may, by a written order call on the company submitting the document to furnish in writing such information nor explanation, within such time as he may specify in the orde ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d the provisions of sub-sections (2), (3), [3A)], and (4) and (6) of this section shall apply to such order. If upon inquiry the Registrar is satisfied that any representation on which he took action under this subsection was frivolous or vexatious, he shall disclose the identity of his information to the company." 6. Section 235 of the Act is also relevant and reads as under: "Investigation of the affairs of a company - (1) The Central Government may, where a report has been made by the Registrar under sub-section (6) of section 234, or under sub-section (7) of that section, read with subsection (6) thereof, appoint one or more competent persons as inspectors to investigate the affairs of a company and to report thereon in such manner ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... was not afforded any opportunity to be heard prior to issuance of order dated 27.03.2012. The decision in the case of The Coimbatore Spinning and Weaving Co. Ltd. (supra) also does not support the view that no hearing is required to be afforded to the company prior to passing an order under Section 234 (7) of the Act. In that case, the Court had noted that, in fact, the company had been heard through advocates, albeit, at least two days subsequent to the order. Thus, the requirement of affording a company an opportunity for being heard was duly complied with. Similarly in the case of Hardicon Ltd.(supra), the Coordinate Bench of this Court had expressly held that before an order under Section 234(7) of the Act is passed, the petitioner comp ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ider the petitioner company's contention as to whether provisions of Section 234 (1) of the Act are applicable. 12. It is clarified that if any such order is passed, the petitioner company shall furnish all information within the period as specified by the Registrar. Needless to state if such information not provided, the Registrar is at liberty to initiate such penal proceedings as provided in the Act or the Companies Act, 2013. 13. Since, it is not disputed that the order dated 05.11.2012 directing investigation of the affairs of the petitioner company under Section 235 of the Act and the order dated 14.12.2012 appointing inspectors also follow from the orders passed under Section 234(7) of the Act, the said orders are also set aside. T ..... X X X X Extracts X X X X X X X X Extracts X X X X
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