AAPKA BAZAR LTD Vs. SHRI PANKAJ MATHUR

JUDGEMENT

(1.) BY the instant application under Sections 446, 454, 468, 633 (2) of the Companies Act, 1956 (for short `1956 Act'), the applicants have prayed as under:- (i) the concerned Police station may be ordered to deliver and hand over entire record and books of accounts and other belongings of the company ordered to be wound up which is in their possession or control to the Official Liquidator attached to this Hon'ble Court. (ii) The applicants may be permitted to inspect and compile the said record and books of accounts so as to enable them to prepare and file the statement of affair as per requirement of the companies Act,1956. (iii) The concerned police authorities may be directed not to arrest or detain the applicants. The applicants however are prepared to give any kind of guarantee or assurance to this Hon'ble court as it may require that the applicants shall face the trial before the concerned court having jurisdiction over the matter till its finality. (iv) As the company has been ordered to be wound up, it will be in the interest of justice that all the cases including criminal cases investigations against the applicants may be ordered to be transferred to this Court for trial so as to save the applicants from facing trial at differed place. (v) The requirement of preparing and filing of the statement of affairs with the official liquidator may be dispensed with till the possession of the records and books of accounts of the company in liquidation is taken from the police authorities and the applicants are afforded an opportunity to inspect the same.

(2.) CONTEXTUAL facts depict that the company Aapka Bazar Limited was incorporated under the provisions of the 1956 Act on April 22, 2002 as a private company limited by shares in the State of Rajasthan having its registered office at 140, Ganpati Plaza, MI Road Jaipur. It was subsequently, converted into public company with effect from October 4, 2002. The applicants were its directors on the date of winding up order. The applicants contended that the company with the object of running business of chain of super-market shops invited applications for franchises from the owners of shops having minimum 300 sq. ft. Carpet area. The shop-keepers from various parts of the nation (Rajasthan, Uttar Pradesh, Delhi, Andhra Pradesh and other State) after visiting the office of the company executed the Franchise agreements. The total number of shops established is 200 approximately. Since some of the Franchises did not comply with the terms and conditions of the agreement and they did not deposit daily cash thereby the rotation of the money became standstill. The company could not maintain liquidity and failed to supply further goods for sale. As a result of which as many as 25 complaints were registered against the company for the offences under Section 420, 406 and 120b IPC. After registering the cases the police authorities seized the entire books and records of the registered office of company and from other branches. Meanwhile the company has been ordered to be wound up vide order dated March 26, 2006. Since the applicants are not in a position to submit statement of affairs under Section 454 of 1956 Act they apprehend that the Official Liquidator may initiate legal action against them, therefore the instant application has been filed.