VENKATESAN THYAGARAJAN Vs. JAI HARI DALMIA

JUDGEMENT

(1.) As the legal issues involved in all these matters are one and the same, they have been taken up together and disposed of by a common order.

(2.) The petitioners herein are the Ex-Directors and present Directors of the company. Proceedings have been initiated against the petitioners for alleged violation of under Sections 372 A 85(3) r/w 211 and Schedule II of the Companies Act, 1956, by which the petitioners herein were asked to show cause. The petitioners gave their detailed representations. Thereafter, apprehending criminal action at the hands of the first respondent and seeking to invoke section 463(2) of the Companies Act, 2013, the present company petitions have been filed.

(3.) Learned senior counsel appearing for the petitioners would submit that the power of this Court under section 463(2) of the Companies Act, 2013 is akin to the Court, before which, proceedings was pending under section 463(1) of the Companies Act, 2013. Such a power can be exercised after the issuance of show cause notice followed by the reply given. The first respondent does not usually pass any order to the show cause notice but on receipt of the reply given, straight away prefers a complaint before jurisdictional Magistrate. Therefore, there is sufficient power for this Court to give a finding on the aspect of negligence, default, breach of duty, misfeasance or breach of trust and even assuming that such findings are against the petitioners, the other issue pertaining to honesty and reasonableness will have to be gone into.