Company Laws - Tips with case laws

Suresh Prasad (www.aubsp.com) (15630 Points)

30 November 2010  
Company Laws India - Tips
 
  • Director of the company alone cannot commit anything on behalf of the company without the sanction of the Board of director. Shabh Shanti Services Ltd. v. Manula’s Agarwalla & Ors. 2005 SCC (Cri) 993.

  • The Companies Act 1956 - Conviction u/s 454(5) of the Act will be challenged in appeal before the Division Bench of the H.C. P. George Philip v. Official Liquidator, 2004(4) RCR (Crl.) 98 Kerala FB.

  • Flat allotted to the employee who died. The legal heirs can be prosecuted on non vacating the flat after due notice. Lalita Jalan v. Bombay Gas Co. Ltd., 2003(3) RCR(CRi. )76(SC) 2003 SCC(Cri) 1281 : AIR 2003 SC 3157 :2003 SC 3157 : 2003 Cri.L.I. 2514.
     
  • Companies Act – Defamation against the co. Every director of the co. can file the complaint. Johan Thomas v. Dr. K. Jagadeesam. JT 2001(5 (SC) 398 : 2001(3) RCR(Cri.) 381 : AIR 2001 SC 2657 : 2001 Cri.L.J. 3322.

  • Companies Act – Offence committed by an Indian in foreign country. The Indian Court will try the offence. A.V. Mohan Rao v. M. Kishan Rao, 2002 SSC(Cri.) 1281 : AIR 2002 SC 2653.

  • Companies Act – S. 434 – Notice beyond the period of 15 days in case of dishonor of Cheque Is not valid. M/s. Uniplas India Ltd v. State, JT 2001 (5). (SC) 465 : 2001(3) RCR (Cri) 511 : AIR 2001 SC 2625 : 2001 Cri.l.j. 3326.

  • Section 630 All members of an employee or an ex – employee of a company cannot be prosecuted for the offence. M/s. J.K. Ltd v. Mrs. Mata Mishar, JT 2001(2) (SC) 36 : 2001(1) RCR(Cri.) 561: AIR 2001 SC 649.

  • Registrar of the company can file the complaint when the offence is under section 113. Registrar of Companies v. Rajshree Sugar and Chemicals Ltd., 2002(2) Crimes 322 SC3( 2000) CCR 21 (SC) : 2000(2) RCR (Cri.) 874 : AIR 2000 SC 1643.

  • Companies Act - Refusal to transfer shares has to be intimated to the applicant with in 2 monhts from the date of delivery. Unit Trust of India v. Jagdish Rai, 2(2000) CPj. 106 Chd. SCDRC..

  • Companies Act – winding up order was passed by the High Court. Court’s Leave has to be obtained for further proceedings against the company. Asia Pacific Investment Trust Ltd. v. Amod Juneja, 1(2000) CPJ. 239 Delhi, S.C.D.R.C. New Delhi

  • Section 113 – Prosecution – Limitation under the Act is 6 months. The limitation shall be counted from the date of knowledge of the offence to the complainant. Registrar of Companies v. Rajshree Sugar and Chemicals Ltd., 2000(2) Crimes 322 (SC) : AIR 2000 SC 1643.

  • Company Court is not competent to take the cognizance of the offence U/S. 629 of the Act committed by the Managing Director of the Company. V. Sugandha Lal v. Boby Varghese, 2000 Cri.L.K. 4121 Kerala.

  • Section . 628 – Filing of flase statement in form 32 in an offence. K. Radha Krishana v. C.V. Mnaikandan, 1(1999) CCR 11 HC : 1998 Cri.LJ. 3583.

  • Default in Filing annual return and balance sheet of the company. The continuing offences U/Ss. 159, 162, 220 attracted. Anita Chadha v. Registrar of companies, 1999 Cri.L.J. 2433 Delhi.

  • S. 391, 393 – For the compromise & arrangement the sanction of the Court is to be obtained and the Court cannot work as an appellate Court for examination of the scheme. Miheer H, Mafatlal v. Mafatlal Industries Ltd., AIR 1997 SC 506.

  • The managing director is responsible for criminal liability for any offence committed by the employers/Company. 4(1996)CCR 163(SC).
     
  • S. 159/220 – the offences are continuing offences. Rani Joseph v. Registrar of Companies, Kerala, 1995 Cri.L.J. 3832 (Kerala).