PRAMILA GUPTA Vs. LUPIN CHEMICALS LTD

JUDGEMENT

(1.) The complainants Smt. Pramila Gupta and her husband Shri Anil Kumar purchased 200 shares of Lupin Chemicals Ltd. through one Vikas Khatri, who was OP-2 in the complaint filed by them. After purchase, the shares were duly lodged with the company, which was impleaded as OP-1 in the complaint and were transferred in the name of the complainants, vide letter dated 15.09.1994. Later on, the shareholder Shri Mukesh Kumar Rastogi, who was impleaded as OP-3 in the complaint, wrote to OP-1, claiming that the aforesaid shares were not sold by him. On receipt of the aforesaid communication from Shri Mukesh Kumar Rastogi, the company cancelled the transfer of shares in the name of the complainants. The matter was reported to the Police and an FIR was registered. The complainants were arrested and had to spend sixteen day in custody. Being aggrieved from their harassment, and unjustified detention, they approached the concerned State Commission by way of a complaint, seeking the following reliefs:

(2.) Neither OP-2-Vikas Khatri nor OP-3, Mukesh Kumar Rastogi came forward to resist the complaint. OP-1-Lupin Chemicals Ltd., however, opposed the complaint, inter-alia on the grounds that on receipt of the letter from the shareholder, alleging that shares in question has not been sold to them, it had no option but to cancel the transfer which they had earlier effected in the name of the complainant after complying with due process, which included comparison of the signature on the share transfer deed with the signature available in the record of the company. The State Commission, vide impugned order dated 22.7.2010, dismissed the complaint, qua opposite parties No. 1 and 3 namely, Lupin chemicals Ltd. and Mukesh Kumar Rastogi but directed OP-2 Vikas Khatri to pay compensation amounting to Rs.10,00,000/- to the complainant, besides actual cost of the shares of amounting to Rs.10,000/-. Interest @ 10% p.a. from the date of filing of the complaint till the date of the payment was also awarded to the complainants. Being aggrieved from the quantum of the compensation awarded to them and also no compensation having been awarded against the other opposite parties, the appellants are before us by way of this appeal.

(3.) As far as the OP-1 Lupin Chemicals Ltd. is concerned, the complainants, in our opinion are not entitled to any compensation from it. The company transferred the shares in the name of the complainants after complying with the prescribed procedure in this regard. But, when they received a complaint from the shareholder, alleging that the shares in question had not been sold by him, they were fully justified in cancelling the transfer since any inaction on their part, despite receiving the aforesaid complaint would have amounted to deficiency in the services rendered by them to the above referred shareholder. Since the company acted bonafidely on the complaint of the shareholder who claimed that the transaction was not carried out by him, it cannot be said to be deficient in rendering the services and no compensation can be allowed against such a company on account of its revoking the transfer of the shares in the light of the complaint received from the original share holder.