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Shamanur Shivashankarappa Vs. M/s. India Sugars And Refineries Ltd.

Court : Karnataka Dharwad

..... it is also worth to note here, chapter ii, section 291 of the companies act, 1956 (hereinafter referred to as 'act' for short) refers to the general powers of the board. ..... no where in the companies act says that managing director or the joint/managing director has to report to the chairman regarding each and every act of the company in order to impute the knowledge on the part of the chairman. ..... therefore, even considering the powers under the companies act, there is no universal principle or presumption that a chairman or director of the company is in charge of its day to day affairs. ..... it gives a meaning that, irrespective of sub section (1) of section 10 of the ec act, where an offence under this act has been committed by a company and it is proved that the offence has been committed with consent or connivance of, or is attributable to any neglect on the part of any director, manager, secretary or other officer of the company, such director, manager, secretary or other officer shall also be deemed to be guilty of that offence and shall also be liable to be proceeded against and punished accordingly. ..... the facts are also little bit important which are as follows: appellant filed two complaints against nine persons as accused, namely the company, its chairman, its four directors, its vice president, general manager and its deputy general manager, respectively in regard to dishonour of cheque drawn in favour of the appellant. .....

Chetak Enterprises (P) Ltd Vs. Asstt. Cit

Court : Income Tax Appellate Tribunal ITAT Jodhpur

Reported in : (2005)92ITD611(Jodh.)

..... noted that the erstwhile partnership firm in its first communication to the chief engineer on 23-10-1998, at the time of replying to the notice inviting bids, made it categorically clear that "the firm will be converted into a limited company under chapter ix of the companies act; 1956. ..... 19-5-1999 vide file 17/45/98cl v and press release dated 5-8-1999 issued under the companies act authorised the registrar of companies to continue to register partnership firms under part ix of the companies act as joint stock companies, provided the other conditions prescribed under the companies act, 1956, are fulfilled. ..... a perusal of the main objects of the memorandum of association of the assessee-company indicates to the effect that: "on conversion of the partnership firm into a company limited by shares under these presents to acquire by operation of law under part ix of the companies act, 1956, as going concern and continue the partnership business now being carried on under the name and style of m/s chetak enterprises including all its assets, movables and immovables, rights, debts and liabilities in ..... it was claimed that by virtue of the conversion of the said firm into company as per part ix of the companies act, 1956, the assessee obtained the status of tenderer so as to execute the agreement entered into by the ..... you are requested to allow us change in constitution as accordingly change of name in agreement after converting firm into company with the existing partners as its directors". .....

Chetak Enterprises (P) Ltd. Vs. Assistant Commissioner of Income

Court : Income Tax Appellate Tribunal ITAT Jodhpur

Reported in : (2006)281ITR162(Jodh.)

..... , 1998, at the time of replying to the notice inviting bids, made it categorically clear that "the firm will be converted into a limited company under chapter ix of the companies act, 1956. ..... 1999 issued under the companies act authorised the registrar of companies to continue to register partnership firms under part dc of the companies act as joint stock companies, provided the other conditions prescribed under the companies act, 1956, are fulfilled. ..... , udaipur, under part dc of the companies act, a perusal of the main objects of the memorandum of association of the assessee-company indicates to the effect that: "on conversion of the partnership firm into a company limited by shares under these presents to acquire by operation of law under part ix of the companies act, 1956, as going concern and continue the partnership business now being carried on under the name and style of m/s chetak enterprises including all its assets, movables and immovables, rights, debts and liabilities ..... it was claimed that by virtue of the conversion of the said firm into company as per part ix of the companies act, 1956, the assessee obtained the status of tenderer so as to execute the agreement entered into by the erstwhile firm. ..... as such, you are requested to allow us change in constitution as accordingly change of name in agreement after converting firm into company with the existing partners as its directors". .....

State of Maharashtra Vs. L.D. Kanchan and Others

Court : Mumbai

Reported in : 1989(1)BomCR59; [1991]72CompCas632(Bom)

..... his submission is controverted by all learned counsel appearing on behalf of the respondents and it is their case that an employee of a nationalised bank cannot be said to be in the service of a 'corporation' established by or under a central act or a government company as defined in section 617 of the companies act, 1956, and as such he cannot be termed as a 'public servant' as defined by section 21(12)(b) of the indian penal code although he can be well said to be a 'public servant' for the purpose of chapter ix of the indian penal code. 8. ..... it is no doubt true that none of the nationalised banks is registered under the companies act, 1956, but the definition of 'government company' under section 617 provides that : 'for the purposes of this act, government company means any company in which not less than fifty-one per cent. ..... then, dealing with the point further, he observed in para 21 of his judgment as under : 'section 46a, banking regulation act, 1949, lays down that a chairman, director, manager and other employees of banking company shall be deemed to be a public servant for the purposes of chapter ix, indian penal code. ..... section 46a of the banking regulation act, 1949, provides that : 'every chairman, director, auditor, liquidator, manager and any other employee of a banking company shall be deemed to be a public servant for the purposes of chapter ix of the indian penal code.' 11. .....

State of Maharashtra Vs. L.D. Kanchan I.O.B. Bombay and Others

Court : Mumbai

Reported in : (1989)ILLJ446Bom

..... now as per section 5(d) of the banking regulation act, 1949 'company' means any company as defined in section 3 of the companies act, 1956 which means a company formed and registered under the companies act. ..... concerned with the definition of 'public servant' as provided in clause twelfth (b) of section 21 of the indian penal code which reads as under :'every person - (b) in the service or pay of a local authority, a corporation established by or under a central, provincial or state act or a government company as defined in section 617 of the companies act, 1956.'9. ..... section 46a of the banking regulation act, 1949, provides that :'every chairman, director, auditor, liquidator, manager and any other employee of a banking company shall be deemed to be a public servant for the purposes of chapter ix of the indian penal code. ..... 'this provision was inserted in the statute book by the banking companies (amendment) act, 1956, on 14th january 1957. ..... it is no doubt true that none of the nationalised banks is registered under the companies act, 1956 but the definition of 'government company' under section 167 provides that :'for the purposes of this act government company means any company in which not less than fifty-one per cent. ..... 1956 and as such he cannot be termed as a 'public servant' as defined by section 21(12)(b) of the indian penal code although he can be well said to be a 'public servant' for the purpose of chapter ix of the indian penal code.7. .....

Ruby General Hospital Limited and Others Vs. Sajal Dutta and Others

Court : Kolkata

..... notices proposed by the new board contained the agenda for the items of general business contemplated under section 173 of the companies act, 1956: (a) approval of audited accounts; (b) retirement of directors by rotation in accordance with section 255 of the companies act, 1956 and article 117 of the articles of association and appointment of directors in their place; (c) appointment of statutory auditors. ..... regard to the submission of the respondents that the 7th to 12th annual general meetings cannot be held at such short intervals, in my opinion there is nothing in the companies act, 1956 shown to me which prohibits these meetings to be held at such short intervals. ..... discussion and findings: under section 166 of the companies act, 1956 a company is supposed to hold its annual general meeting once in a ..... , notes, explanatory statements and other documents care should be taken that no defamatory remarks are made against sajal and his group and that the notices are issued strictly in accordance with the companies act, 1956 read with the above orders of the supreme court. ..... cannot be said to have vacated their offices under section 283 (1) (b) of the companies act, 1956 and would be deemed to be members of the board. ..... filed an application under section 397-399 of the companies act, 1956 complaining of oppression and mismanagement by sajal. ..... arguments and cases are discussed in the chapter discussion and findings. ..... arguments and cases are discussed in the chapter discussion and findings. .....

A.K. Ansari and anr. Vs. Bharat Overseas Bank Ltd. and anr.

Court : Chennai

Reported in : (2001)IIILLJ1367Mad

..... , was incorporated under the companies act, 1956, on september 22, 1995 and the subscribers to the memorandum of association being:(1) indian overseas bank ..... the persons namely, chairman, director, auditor, liquidator, manager, and any other employee of the banking company shall be deemed to be a public servant for the purpose of offences mentioned in chapter ix of the indian penal ..... under these circumstances we find that the high court was wrong in upholding that the orders of the director of education and the dispute settlement committee were not amenable to the jurisdiction of the high court under article 226 of the constitution since the matter squarely falls within the ..... are pervasive, with reference to the affairs of the respondent-bank it is to be pointed out that in terms of section 46(a) the chairman, director or any other employee of a banking company is deemed to be a public servant for the purpose of chapter ix of the indian penal code. ..... contributing from the public funds under grant-in-aid code cannot escape from the consequences flowing from the breach of the code and particularly where the director of education who is an instrumentality of the state is participating in the decision-making process. ..... definitely the format will not control either chapter i or chapter ii or chapter ix of the regulations and at any rate on that score the benefits to which the appellant is entitled to avail cannot be denied nor it could be contended that the appellant had forfeited his right .....

D.K. Kapur Vs. Reserve Bank of India and ors.

Court : Delhi

Reported in : 2001IIAD(Delhi)259; 90(2001)DLT127

..... from the rival contentions questions which arise for consideration in this appeal are: whether the expression 'suit or other legal proceedings' in section 446(1) and the expression 'suit or proceedings ' in section 446(2) of chapter ii in part vii of the companies act 1956 encompasses criminal proceedings against the company or not? ..... was held:- 'there is nothing in section 179 of the companies act, 1913 which can be construed as restricting the powers of the court to take cognizance of an offence or the powers of the police to initiate prosecution or even of a private citizen to move the machinery of the criminal courts to bring an offender like the managing director of a company to justice. ..... counsel for the respondent on the other hand argued that the expression 'suit or other legal proceedings' or ' suit or proceedings' in sections 446(1) and 446(2) of the company act do not include the 'criminal prosecution', thereforee, no permission was in fact required either against the company or against its directors. ..... that case official liquidator had filed criminal complaint against directors and other officials of the company under sections 538 and 541 of the act on account of their failure to hand over books of account and records of the company in the high court which had ordered its winding. ..... under the penal provisions of other statutes against the company or its directors, (except those provided under the companies act) cannot be appropriately dealt with by the company court. .....

S. Srinivasan, Chairman and Chief Executive Officer, Bharat Overseas B ...

Court : Chennai

Reported in : 2000(2)CTC41

..... while examining the power conferred by section 58a of the companies act, 1956 on the central government to prescribe the limits upto which, the manner in which and the conditions subject to which deposits may be invited or accepted body non banking companies, this court in delhi cloth and general mills v. ..... economic or business administration;provided that a person shall be disqualified for being a (chairman who is appointed on a whole time basis or a managing director), if he-(a) is a director of any company other than a company referred to in the proviso to sub-section (2), or (b) is a partner of any firm which carries on any trade, business or industry, or (c) has substantial interest in any other company or firm, or (d) is a director, manager, managing agent, partner or proprietor of any trading, commercial or industrial concern, or (e) is engaged in any other business of vocation.section 10-bb confers power of reserve bank of india ..... in this context it may also to be pointed out that section 46a of the act is to effect that every chairman who is appointed on a whole-time basis, managing director, director, auditor-shall be deemed to be a public servant for the purpose of chapter ix of the indian penal code.'21. .....

S.M.S. Pharmaceuticals Ltd. Vs. Neeta Bhalla and anr.

Court : Supreme Court of India

Reported in : AIR2005SC3512; 2005(2)ALD(Cri)595; 2005(5)ALLMR(SC)1118; IV(2005)BC425(SC); 2005(3)BLJR2108; [2005]127CompCas563(SC); (2005)6CompLJ144(SC); 2005CriLJ4140; 2005(5)CTC65; 123

..... 'director' is defined in section 2 of the companies act 1956 as under:' 'director' includes any person occupying the position of director, by whatever name called' ;there is a whole chapter in the companies act on directors, which is chapter ..... , the andhra pradesh high court noted that there was a consensus of judicial opinion that ' a director of a company cannot be prosecuted for an offence under section 138 of the act in the absence of a specific allegation in the complaint that he was in charge of and responsible to the company in the conduct of its business at the relevant time or that the offence was committed with his consent ..... [2] notwithstanding anything contained in sub-section (1), where any offence under this act has been committed by a company and it is proved that the offence has been committed with the consent or connivance of, or is attributable to, any neglect on the part of, any director, manager, secretary or other officer of the company, such director, manager, secretary or other officer shall also he deemed to be guilty of that offence and shall be liable to be proceeded against and ..... held that 'the purpose of section 141 of the negotiable instruments act would appear to be that a person who appears to be merely a director of the company cannot be fastened with criminal liability for an offence under section 138 of the negotiable instruments act unless it is shown that he was involved in the day-today affairs of the company and was responsible to the company. .....