Court : Income Tax Appellate Tribunal ITAT Ahmedabad
Decided on : Apr-30-1982
Reported in : (1984)8ITD354(Ahd.)
..... and instructions issued by the rbi as also the state government from time to time. in order to meet the resources of finance for the business, the assessee-company had resorted to floating of debentures, borrowings from banks and deposits from public at interest. the bye-laws also permit the assessee to buy and sell securities. the assessee-bank submitted its return ..... and in the statement accompanying it, the assessee had shown business income of rs. 15,10,632, which was claimed as exempt under section 80p of the income-tax act, 1961 ('the act'). it, however, submitted a revised statement disclosing therein income from property at rs. 17,322. the balance income of rs. 2,74,20,362, which was showr. as business ..... not been convicted of any offence involving moral turpitude, or if convicted a period of four years should have elapsed since his release, (e) firms, companies, associations, trusts or societies registered under the societies registration act, 1960, provided that they hold agricultural land and borrow loan from the bank, (f) any statutory body or any body corporate established under any law for ..... the bank or such other higher limit as may be sanctioned by the registrar. provided further that the total amount due on debentures and outstanding at any time should not exceed the limit prescribed in section 119 of the act. according to the revenue, the mode of raising funds do not include the normal business of banking, i.e., receiving of deposits .....Tag this Judgment!
Court : Kolkata
Decided on : Oct-12-1982
Reported in : 59CompCas46(Cal)
..... ...... notice of a board meeting need not, unless the articles otherwise provide, specify the nature of the business to be transacted. ' 120. reference was also made to buckley on the companies acts, 12th edition, at page 886, where the following passage occurs :' every member of the board ought no doubt, in the absence of special circumstances, to have sufficient notice of each ..... company, the liquidator claimed a declaration that the issue of the debentures was invalid and should be set aside.64. it was held by the english court of appeal that there being no suggestion of fraud, that the ..... for the purpose of this paragraph, be treated as a single member ;(b) an invitation to the public to subscribe for any shares in, or debentures of, the company is hereby prohibited ;(c) the right of transfer of shares of the company shall be restricted in the manner, hereinafter in these articles provided. 34. subject to the provision of section 111 of the ..... five who and there then appointed themselves directors. this meeting was described in the minutes as a board meeting. at a subsequent meeting; the seal of the company was affixed to the debentures. the articles of the company provided that no director should vote in respect of any contract or arrangement in which he might be interested. in the winding up of the .....Tag this Judgment!
Court : Kolkata
Decided on : Jun-22-1982
Reported in : 56CompCas103(Cal)
..... , of every director, the managing agent, if any, the secretaries and treasurers, if any, and the manager, if any '. 7. in view of the provisions of section 173 of the companies act, the petitioner is not entitled to any notice under section 173. apart from that, factually, it had been the case of defendant no. 1 as made out in the affidavit ..... removal as a director of defendant no. 1. the meeting held and the resolutions passed on may 14, 1982, were contrary to and in violation of the provisions of the companies act as also the articles of association of defendant no. 1. according to the petitioner, no effect whatsoever had been given to the resolution inasmuch as the petitioner had been attending ..... meetings were concerned. mr. sinha's submission is that by virtue of section 9 any provision made in the articles of association which is contrary to the provisions of the companies act shall be void. that submission of mr. sinha is also unacceptable inasmuch as the opening words of section 9 provides ' save as otherwise expressly provided in the ..... or any class of debenture holders, of a company, in like manner as they apply with respect to general meetings of the company.' 14. pursuant to such provision this particular company in its articles of association under article 40 provides in the manner following :' the provisions contained under sections 171 to 186 of the act shall not apply to the company.'15. under those circumstances, as .....Tag this Judgment!
Court : Mumbai
Decided on : Mar-12-1982
Reported in : (1983)32CTR(Bom)306; 145ITR793(Bom); 12TAXMAN178(Bom)
..... as underwriting commission paid to the underwriters on an issue of rs. 7 lakhs preference shares of rs. 100 each and the company claimed to deduct this amount as expenses under s. 9(2)(ix) of the indian i.t. act, 1918. macleod c.j. in that case had taken the view that if the cost of raising the original capital cannot ..... the head 'salaries'. relying on that decision, the learned counsel for the assessee has contended that overseas employees of the assessee-company did not have any income chargeable to indian income-tax under chap. iv a of the i.t. act, 1961 or, in other words, income chargeable under the head 'salaries' in their case was nil, and, therefore, by virtue of ..... the amount obtained by the issue of debentures is capital employed within the meaning of the rule, but this does not give us any guidance in interpreting the words 'capital expenditure' occurring in section 10(2)(xv) of the act. in our opinion, the bombay high court was wrong in relying on texas land and mortgage company v. holtham. but we do not ..... say that the tata iron and steel co.'s case  1 itc 125 (bom) was wrongly decided obtaining capital by issue of shares is different from obtaining loan by debentures.'14. the reasoning of .....Tag this Judgment!
Court : Kolkata
Decided on : Jun-02-1982
Reported in : 58CompCas772(Cal)
..... impose limitation upon the power and function of the committee of management. therefore, in not complying with the requirements of section 293 of the companies act, nor in not obtaining any prior sanction or leave before entering into the transaction in question, in our opinion, the committee of management ..... to be performed by the committee of management appointed by the court. in this connection, reference was made to section 161 of the companies act which enjoins filing of certain returns indicating the names of the directors, etc., or section 169, which also enjoined calling of extraordinary general ..... in that case, it was held that a mortgage debenture made by a railway company in the form given in schedule 'c' of the companies clauses consolidation act, 1845, did not give the debenture holder a specific charge upon the surplus lands of the company or the proceeds of the sale of them so as ..... to entitle them for an order for a receiver of the sale moneys or interim rents. the ' undertaking' of a railway company ..... which was pledged in a mortgage was a going concern created by an act .....Tag this Judgment!
Court : Mumbai
Decided on : Dec-08-1982
Reported in : (1983)85BOMLR275; 57CompCas700(Bom)
..... that apart from complying with such other terms and conditions as may be laid down by a recognised stock exchange, an applicant, that is, a public company, as defined under the companies act, 1956, which is desirous of getting its securities listed on a recognised stock exchange and which has applied for that purpose to the stock exchange has to ..... . such character of free transferability is to be found in the shares of a public company. the definition of a 'private company' in s. 3 of the companies act, 1956, speaks of the restrictions for which the articles of the private company must provide. the articles of a private company must :'3(1)(iii)(a) restricts the right to transfer its shares, if any ..... for the purpose of this appeal is the definition of 'securities'. section 2(h) of the regulation act reads as follows :'2(h) 'securities' include - (i) shares, scrips, stocks, bonds, debentures, debenture stock or other marketable securities of a like nature in or of any incorporated company or other body corporate; (ii) government securities; and (iii) rights or interests in securities'.10 ..... enacted to regulate and control certain contracts for the purchase and sale of securities in the city of bombay and elsewhere in the bombay presidency. under that act, 'securities' included stocks, shares, bonds, debentures, debenture stock and any other instrument of a like nature. the 'stock exchange' was defined as meaning 'any association, organisation or body of individuals, whether incorporated .....Tag this Judgment!
Court : Kolkata
Decided on : Jul-19-1982
Reported in : 141ITR45(Cal)
..... market rate or bank rate of interest goes up or down. there was an additional factor in this case that the debentures were convertible debentures. the debenture-holder had an option to convert the debentures into equity shares of the company. a convertible debenture of a company whose share price is very high is likely to have a market value much higher than its face value. the ..... has been contended that the cost of acquisition of the shares could not be anything more than the amount of the loan represented by the debentures. it has been contended that by the issue of the debentures the company in effect obtained a loan from the assessee and the loan was also secured by a floating charge on the properties and assets of ..... is, the date of acquisition of the shares. 16. it was contended on behalf of the revenue that the debentures were nothing more than an acknowledgement of the indebtedness of the company to the debenture-holders and by converting the debentures into shares the company had in effect written off its loan account and issued shares in lieu thereof to the assessee. reliance has been ..... because the transactions does not come within section 55(2) of the i.t. act, 1961. it is contended that special modes of computation have been laid down for the purpose of computing the cost of acquisition of shares in a company. the transaction of conversion of debentures into shares and then sale of such shares does not come under any of the .....Tag this Judgment!
Court : Mumbai
Decided on : Jun-29-1982
Reported in : 56CompCas19(Bom)
..... ordered to be wound up.'8. the learned judge referred to the conflict between the opinion expressed on the interpretation of the analogous provision in the english companies act, by vaisey j. in in re miles aircraft ltd.  1 all er 225 : 18 comp cas 250 (ch d) and the opinion of buckley j. in in re a. ..... right of splitting is lost, the prospective buyer or buyers would be reluctant to purchase the shares and as respondent no. 1 company cannot itself apply for the debentures for want for funds, the company would be put to loss inasmuch, as after june 26, 1982, the shares would be quoted on ex- right basis, obviously, at proportionately lesser price ..... right debentures in their name or names or may apply in favour or their nominees. it was rightly contended that if the ..... as the alternative prayer was concerned, there was such urgency, because the kamani engineering corporation ltd. has issued convertible debentures and the last date for splitting of the right was may 26, 1982, while the last date for applying for the debenture is june 26, 1982. it was contended that the prospective buyer or buyers of the shares may apply for the .....Tag this Judgment!
Court : Gujarat
Decided on : Jun-22-1982
Reported in : (1983)32CTR(Guj)268; 138ITR437(Guj)
..... 1969-70, the year of account being the calendar year 1968. the assessee held 297 redeemable preference shares in m/s. universal corporation private ltd., a company incorporated under the companies act (hereinafter referred to as the 'company'). the face value of each of these preference shares was rs. 1,000 and, therefore, the total face value of these shares came to rs. 2 ..... preference shares are a hybrid form shares and debentures, incorporating features of both, and being closer to the latter than other preference shares, but from the legal ..... vol. i of palmer's company law (22nd edn.) under the caption 'redeemable preference shares'. 'from the financial point of view, redeemable ..... accede to the submission that the holder of a redeemable preference share is in a position of creditor once the company decides to redeem the shares. it may be that redeemable preference shares have some features which are common with the debentures but legally they are shares. in this connection we may usefully refer to the following commentary at p. 356 of .....Tag this Judgment!
Court : Mumbai
Decided on : Feb-05-1982
Reported in : 57CompCas742(Bom)
..... be thoroughly untenable.25. it will be relevant to not that r. 291 of the rules framed under the companies act, 1956, prescribes the quantum of the fees of the official liquidator in respect of his work of realising the property (1) for debenture holders, or (2) for the secured creditors. the authority for this rule can be traced to s. 451(2 ..... that the official liquidator cannot deal with secured property in any manner.26. according to the learned company judge, such identical acts of the official liquidator as liquidator of the company under cl. (1) of r. 291 are distinguishable from his acts in realising the property for the debenture holders and secured creditors under sub-rr. (3) and (4). we are unable to see any ..... realise the same, in discharge of his duties of collecting the assets of the company for the benefit of those who are entitled thereto before the company's ultimate dissolution. the fact that this process benefits secured editors and debenture holders along with unsecured creditors and shareholders cannot make the act otherwise than in discharge of his duties, or as such liquidator.27. it ..... distinction of substance in these several acts. it cannot be held that the official liquidator acts as liquidator only when he takes steps .....Tag this Judgment!