HEMENDRA PRASAD NAG CHOWDHURY Vs. REGISTRAR OF COMPANIES

JUDGEMENT

(1.) These three petitions are filed by the accused Nos.2 to 4 and 8 for quashing proceedings in C.C.Nos.7 of 2006, 9 of 2006 and 8 of 2006 on the file of Special Judge for Economic Offences, Hyderabad, relating to the offences punishable under Sections 628, 63 and 68 of the Companies Act respectively.

(2.) All the three complaints were filed by the Registrar of Companies, Andhra Pradesh, against A-1 to A-10. A-1 to A-9 are Directors of A-10 Company, namely M/s.Pfimex International Limited, Hyderabad. Originally, Pfimex Group consisted of partnerships and the erstwhile partners promoted A-10 company. On 14.06.1990, A-10 came out with public isisue for 24,87,223 equity shares of Rs.10/- each for cash at for aggregating to Rs.2,48,72,230/-. The public issue was over subscribed by 6.5 times. Subsequently, on 16.05.1992, through letter of offer, AIO came out with 14% Secured Fully Convertible Debentures (A Series) of 3,50,000 of Rs.150/- each for cash or par aggregating to Rs.5,25,00,000/- of which 3,33,334 debentures aggregating to Rs.5,00,00,100/- were offered on rights basis to the existing equity share holders of the company and 16,666 debentures aggregating to Rs.24,99,900/- to its employees. The company was running its unit at Jeedimetla. On the ground that the company incurred loss of Rs.1628.59 lakhs and that the companys net worth has been eroded and that there was non-availability of working capital, the companys unit at Jeedimetla was closed by 31.03.1998 and the company became Sick Industrial Company under the Sick Industries Companies Act, 1985.

(3.) Thereupon, Regional Director (SR) in the office of Regional Director, Southern Region, Chennai, addressed letter, dated 12.07.2002 to the first respondent/registrar of Companies, Andhra Pradesh, for taking action against this company, as it has gone into the list of vanishing companies. It made the first respondent to file these three complaints in the lower court against A-1 to A-10 under Sections 63, 68 and 628 of the Companies Act.