SONIA KHOSLA Vs. VIKRAM BAKSHI

JUDGEMENT

(1.) THIS application under Section 340(2) of the Code of Criminal Procedure, 1973 ('Cr.P.C.' in short) has been filed by the petitioner for taking action against the three respondents herein under Section 340(1) Cr.P.C. read with Sections 195(1)(b) and 195(4) Cr.P.C. for their having committed acts of perjury etc. in the petition under Sections 397/398 of the Companies Act (being Company petition No. 114/07) filed by her before the Company Law Board (in short 'CLB').

(2.) IN the petition filed before the CLB the petitioner had claimed that she was the founder Director of a Company by the name of Montreaux Resorts(P) Ltd. (hereinafter to be referred as the 'Company') which was incorporated in the year 2005, inter alia, with the object of developing and operating tourist resorts and hotels etc. The petitioner's husband had entered into sale agreements with some land owners in Himachal Pradesh for purchase of land since the petitioner had perceived tremendous potential for tourism in that area. Petitioner's father -in -law Shri R.P. Khosla already owned some land in Himachal Pradesh. However, for the purpose of developing tourist resorts they required crores of rupees and to generate enough funds they were on the look -out for assistance from financial investors. They came across respondent No. 1 herein, Shri Vikram Bakshi, who showed his inclination for being associated in the intended projects of opening of tourist resorts in Himachal Pradesh and after discussions, an MoU and one agreement were executed by him with the Company, the petitioner herein, the petitioner's husband Mr. Deepak Khosla and her father -in -law Mr. R.P. Khosla sometime between December, 2005 and March, 2006. As per the MoU the Board of Directors of the Company was reconstituted and respondents No. 3 and 4 herein, namely, Shri Vinod Surha and Shri Wadia Parkash became Additional Directors of the Company as the nominees of Shri Vikram Bakshi.

(3.) BEFORE any reply to C.P. No. 114/07 could be filed by any of the respondents therein one application (being C.A. No. 572/2007) was filed before the CLB on 24/12/07, apparently on behalf of the Khosla Group, by one Mr. Vineet Khosla claiming himself to be a Director of the Company. It was claimed in that application that Shri Vinod Surha and Shri Wadia Prakash, who were initially appointed as Additional Directors of the Company under Section 260 of the Companies Act were to remain as Directors till the holding of the first AGM after their becoming Additional Directors which was allegedly held on 30/09/06. But in that AGM they were not confirmed/elected as Directors and so by operation of law both of them had ceased to be the Directors w.e.f. 30/09/06. Consequently, Shri Vikram Bakshi, who was appointed as an Additional Director by these two persons on 19/03/07, after they themselves had ceased to be the Additional Directors of the Company, could also not claim himself to be a Director of the Company. However, despite all three of them being not the Directors of the Company they were going to hold a meeting of the Board of Directors of the Company on 26/12/07. A prayer was made in that application for restraining these three persons from claiming themselves as the Directors of the Company and holding the meeting on 26/12/2007. On 24/12/07 the CLB had passed an order directing the deferment of that meeting which was going to be held on 26/12/07.