PHOENIX LEASING LTD. Vs. BANGLADESH BANK

JUDGEMENT

(1.) The writ-petitioners of Writ Petition No. 4992 of 1997 have preferred this petition for Leave to Appeal from the judgment and order dated 11-5-99 passed by a Division Bench of the High Court Division discharging the Rule Nisi with costs.

(2.) Petitioner No.1, Phoenix Leasing Limited, is a lease finance company registered under the Companies Act to act as a financial institution licensed by the Bangladesh Bank on 9-5-95 under section 4 (1) of the Arthik Protisthan Ain (Financial Institutions Act, 1993). Petitioner Nos. 2-6 are directors of the petitioner Company. After obtaining licence, the petitioner company by letter dated 19-7-95 sought the approval of Bangladesh Bank for inclusion of petitioner Nos. 3 and 4 as nominee -directors of Phoenix Insurance Company Limited and of petitioner Nos. 2 and 5 as nominee- directors of Appollo. Steel Mills Limited (Annexure Al). By letter dated 24-8-95 (Annexure-B) Bangladesh Bank wanted to know whether the representatives of Appollo Steel Mills Limited, i.e. petitioner Nos. 2 and 5 are the directors of any Bank or Insurance Company. By letter, dated 27-8-95 petitioners No.1 informed the Bangladesh Bank that petitioner Nos. 2 and 5 are directors of the City Bank Limited. By letter dated 6-9-95 (Annexure-C) Bangladesh Bank informed petitioner No.1 that the matter of approval is under consideration of the Bank. By letter dated 25-10-95, Bangladesh Bank wanted to know the full particulars of a11 the proposed nominee-directors. The matter rested there for the moment.

(3.) Section 25(3) of the Arthik Protisthan Ain, 1993 provides as follows: ....[VARNACULAR TEXT OMITTED].... It is, however, provided in section 48 of the said Act as follows: ....[VARNACULAR TEXT OMITTED].... On 27-8-95, Bangladesh Bank by a Gazette notification provided as follows (Annexure-E): ....[VARNACULAR TEXT OMITTED]....