SUJAY KUMAR MUKHOPADHYAY Vs. ITC LIMITED

JUDGEMENT

(1.) Per Shri V.P. Singh, Member (Judicial) The present petition has been filed under sections 58 and 59 of the Companies Act, 2013 (the Act) praying, inter alia, that the original 12 equity shares of Rs.10/- each fully paid up of ITC Limited, the R.1 bearing distinctive numbers from 248399460 to 248399471 (both inclusive) which have now become 540 equity shares of Re.1/- each fully paid up after split and bonus issues, be transferred from the existing three joint shareholders viz. Shib Pada Biswas, Shafali Biswas and Delalvala Biswas in favour of the petitioner, Sujay Kumar Mukhopadhyay. Other consequential directions have also been sought for. As per array of the parties in the instant petition, the petitioner is stated to be residing at Vill. Biswanathpur, RO. Deganga, 24 Parganas (North) and is working at the agriculture fields having no educational background, the Respondent No.1 (ITC Ltd.) is a public limited company within the meaning of the Companies Act, 2013 and having its registered office at Kolkata and that its shares are quoted at the NSE and BSE, the Respondent No.2 (Shiba Pada Biswas) is residing at Vill. Basabati, P.O. Khasbalanda, 24 Parganas (North) , the details of Respondent No.3 (Shafali Biswas) and Respondent No. 4 (Delalvala Biswas) are not furnished in the petition and the Respondent No. 5 is the Registrar of Companies, West Bengal, having his office at Kolkata.

(2.) The petitioner's case is that he bought 12 equity shares of Rs.10/- each of ITC Limited (R-1) from Shri Shiba Pada Biswas (R-2) on the 11th May, 2005 at Haroah in the State of West Bengal and the consideration of the said 12 shares fixed at Rs.20,000/- (Rupees twenty thousand only) , was paid in cash to R-2. After receiving the consideration money, the R-2, R-3 and R-4 all the three joint shareholders filled up, stamped and signed the Transfer Deed and gave it to the petitioner. The R-2, R-3 and R-4 jointly owned the subject 12 shares of ITC Limited (R-1) and hence, all the three shareholders had signed the original Transfer Deed on 11th May, 2005. The original Transfer Deed along with the original share certificate was handed over by the R-2 to the petitioner on the 11th May, 2005 at Haroah in the State of West Bengal. The petitioner kept the original Transfer Deed of the said 12 shares of R-1 and the original share certificate with himself. He was under the impression that the Transfer Deed and the share certificate would only be required as and when the shares would be sold by him and he kept the original share scrip No. 2488747 and the original Transfer Deed duly completed, signed and stamped by the R-1, R- 2, R- 3 and R-4 with himself upto 21st December, 2016. On 21st December, 2016, the petitioner personally approached the company (R-1) , and gave the original share certificate along with the original Transfer Deed which was duly filled up, stamped and signed by all the three transferors being R-2, R-3 and R-4 complete in all respects. After receiving the original share certificate No. 2488747 along with the original Transfer Deed, the company refused to transfer the shares through its letter dated 11th January, 2017 with the intimation that they were not in a position to transfer the shares in favour of the petitioner for the following reason:

(3.) The petitioner has filed an affidavit dated 15.11.2017, enclosing the service through postal receipts dated 14.07.2017 upon R-1, R-2 and R-5. The said affidavit is placed on record. However, when the matter was called on 10.01.2018, none of the respondents as shown in the array of parties of the instant petition, has put in their appearance. Accordingly, the matter was heard ex parte of the respondents.