TMI Blog2019 (12) TMI 1634X X X X Extracts X X X X X X X X Extracts X X X X ..... refore, the argument advanced by the Learned Sr. Counsel of Respondent No.1 that Respondent No.1 received notice on 07.07.2017 then only they came to know that in the report involvement of Respondent No.1 was found. The SFIO s report runs in more than 7000 pages incriminating 49 companies including Respondent NO.1. The Respondent No.1 company in reply to notice dated 07.07.2017 requested for supplying the copy of such report but copy has not been supplied to Respondent No.1. That even without considering this reply which was received on 01.08.2017 by the Respondent No.2 on 29.08.2017 sanction was accorded against the Respondent No.1. This sanction order does not contain what are the allegations against the Respondent No.1 company and to ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nt NO.1 company was incorporated on 7.10.1983 with an authorised capital of Rs. 20 crores and a paid up capital for more than Rs.19.97 crores. The company is portrayed that it was in business of financing industrial enterprises. The Central Government in exercise of its powers under Section 235 of the Companies Act had ordered investigation into the affairs of one M/s NKS Holding Pvt Ltd to Serious Fraud Investigation Office (SFIO). As per the final report submitted by SFIO it was revealed that Jain Brothers were found to be in control of NKS Holdings Pvt Ltd and the Jain Brothers were persons behind operations involving 49 shell companies whose business were financing industrial enterprises. SFIO in its report running more than 7000 pages ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... contain the allegations and documents which were considered for granting the sanction. It shows non-application of mind. Thus the sanction is not valid. 4. It is further stated that the Respondent No.1 company is incorporated in the year 1993 with paid up capital of Rs.19.97 crores. Its present business under a different Management is flourishing and legal. Winding up a company is a serious affair. It will adversely affect the interest of shareholders. Therefore, the petition be dismissed. 5. After considering the submissions and documents, NCLT has found that the petition has been filed without issuance of a proper sanction, and without giving a reasonable opportunity of being heard. Hence dismissing the petition with a notional cost ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rgument of appellant and submits that it is settled law that by granting sanction the competent authority does not determine or decide any question and issue against the company but records its prima facie and administrative satisfaction for sanction for presenting the winding up petition which by itself does not affect any civil right of the company. In this regard cited the Judgement of Hon ble Calcutta High Court in the case of Kumarapuran Gopal Krishnan Ananthakrishnan Vs Burrdhwan Cutwa Railway Co Ltd (1978) 48 Company cases 611 (Calcutta) at Page 633. 9. Learned Senior Counsel for Respondent No.1 supports the impugned order and submits that Central Government had ordered investigation into the affairs of M/s NKS Holding PVt Ltd to ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d that the sanction letter is addressed to Director, SFIO whereas the proceedings has to be initiated by ROC, Delhi. Thus the Tribunal has rightly dismissed the petition for want of proper sanction under Section 272 of Companies Act, 2013. 10. We have considered the issue of sanction. i) Whether the Respondent company has been given a reasonable opportunity of making representation; and ii) Whether the Central Government has accorded the sanction as per law. 11. Undisputedly the Central Government ordered investigation into the affairs of M/s NKS Holdings Pvt Ltd to SFIO and the report was submitted on 31.03.2016 to the Ministry of Corporate Affairs. It is nowhere on record that during the investigation Respondent No.1 company w ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 7 (copy enclosed) from RD(NR) on the subject cited above inter alia stating that complete files regarding issuance of SCNs to the companies be transferred to the O/o ROC Delhi for taking action pursuant to directions of the Ministry vide letters No.5/10/2013/CL-II dated 23.5.2017 and 15.6.2017. RD(NR) has also requested that SFIO s IOs may be directed to coordinate and assist the ROC, Delhi while finalizing and defending the winding up petition before the NCLT. In connection with above, I am directed to request you to forward copies of complete files to the O/o ROC Delhi and Inspecting Officer be directed to coordinate and assist the ROC, Delhi for filing winding up petition before the NCLT. This issues with approval of Competent Auth ..... X X X X Extracts X X X X X X X X Extracts X X X X
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