Court : Mumbai
Decided on : Nov-09-1984
Reported in : 57CompCas241(Bom)
..... in hind overseas pvt. ltd. v. raghunath prasad jhunjhunwalla : 2scr226 , the supreme court, after discussing the several english cases, observed (headnote of air) :'although the indian companies act modeled on the english companies act, the indian law is developing on its own lines. court will have to adjust and adapt, limit or extend, the principles derived from english decisions, entitled as they ..... the petitioners not to register the transfer of shares purchased by respondents nos. 4 to 17. respondent no. 19 has preferred an appeal under s. 111 of the companies act before the company law board and the same is still pending. respondents nos. 20 and 21, the stock-brokers, continue to insist upon reconsideration of the decision taken by the board ..... proposal of the lending institutions for some time, any inference of undue pressure being exerted by them upon the borrowing company cannot be drawn. we are, therefore, not impressed that the debenture issue is a factor relevant in deciding whether the lic acted mala fide in requisition in the meeting.319. the other two issues - the prepayment of loan and the ..... merger of goetze-escorts - were, however, linked up by the financial institutions with the question of registration of shares. that, in our opinion, constitution undue presser on the petitioner-company. .....Tag this Judgment!
Court : Mumbai
Decided on : Mar-29-1984
Reported in : (1984)86BOMLR254; 59CompCas147(Bom)
..... those book debts.(8) the holding of debentures entitling the holder to a charge on immovable property shall not, for the purposes of this section, be deemed to be an interest in immovable property.'14. the first question is : is a charge on the company's property which is unregistered under the provisions of the companies act void ipso facto upon the winding-up ..... held that after the passing of the preliminary decree the rights of the parties are governed by it.35. for the application of the provision of section 125 of the companies act, we must see whether under the terms of the decree the unregistered charge created by the mortgage is kept alive or is extinguished or replaced by an order of secreted ..... , the very basis for the creation of constructive res judicata is absent.13. the real questions to be decided in this appeal concern the provisions of section 125 of the companies act. it reads thus :'certain charges to be void against liquidator or creditors unless registered. - (1) subject to the provisions of this part, every charge created on or after the 1st ..... mortgage property. it was contended in the affidavit in support of the chamber summons that the charge claimed by the mortgagees over the mortgage property was not registered under the companies act, that section 125 thereof applied and that, therefore, the mortgagees could be treated only as ordinary creditors without preferential rights. the chamber summons was contested on behalf of the .....Tag this Judgment!
Court : Income Tax Appellate Tribunal ITAT Nagpur
Decided on : Nov-30-1984
Reported in : (1985)12ITD186(Nag.)
..... . he invited our attention to the commentary on the companies act by shri ramaiya, eighth edn., 1977. he particularly invited our attention to the following passage: the persons who are not hit by the prohibition should be noted--they are those who hold the office of managing director, manager, banker and trustee for debenture-holders. neither whole-time directors nor directors-in-charge ..... of a special resolution passed by the board of directors on 23-7-1979. under section 314(1)(a) of the companies act, 1956, no director of a company shall hold any office or place of profit except with the consent of the company accorded by a special resolution. in the present case, though there was a resolution of the board of directors, dated ..... the fee payable to shri sanyal accrued only after the resolution was ratified at the general meeting held on 17-5-1980. the position would have been different, if the companies (amendment) act, 1965, had not dropped the word 'previous' appearing before 'consent'in section 314(1)(a). in fact, the first proviso in this behalf is as under: provided that it ..... been excluded from its operation. section 314(1)(a) has application only to director.since the word 'previous' appearing before 'consent' in 314(1) has been omitted by the companies (amendment) act, j 965, no previous consent is contemplated and, therefore, a post facto ratification by the annual general meeting would be sufficient in this regard. since the payment in the present .....Tag this Judgment!
Court : Jammu and Kashmir
Decided on : Dec-19-1984
Reported in : AIR1986J& K1
..... of transaction of business which is not relevant for our purpose.6. it is true that the respondent bank is a government company within the meaning of section 617 of the companies act. government company for the purpose of the companies act means any company in which not less than 51% of the paid up share capital is held by the central government or by any state ..... his highness. six were from the general public and an organiser was also from the general public. for the first time it came to be defined as a government company after the companies act of india 1956 was extended to the state of jammu and kashmir.9. in view of the aforesaid facts now it isto be seen whether respondent bank can betermed ..... divided into 1,20,000 shares of rs. 25/- each. the allotment of the shares is vested in the directors of the bank at their absolute discretion. in other matter companies act of 1956 applicable to rest of india is to govern the affairs of the respondent bank. the management of thebusiness of the bank shall be carried on by the chairman ..... the companies act. the object of the bank for which it was established was to carry on banking business and transact all other business in relation to borrowing, receiving or taking of money, lending or advancing of money, drawing, making, accepting, discounting, buying, selling, collecting and dealing in bills of exchange, hoondees, promisory notes, coupons, drafts, bills of lading, railway receipts, warrants, debentures .....Tag this Judgment!
Court : Delhi
Decided on : May-29-1984
Reported in : [1985(50)FLR56]; ILR1984Delhi734; 1984(2)SLJ502(Delhi)
..... the question of public employment was dealt with in these words: '......thegovernment, its agencies and instrumentalities, corporations set up by the government under statutes and corporations incorporated under the companies act but owned by the government have thus become the biggest employers in the country. there is no good reason why, if, government is bound to observe the equality clauses ..... 100.00 each and has now been raised to rs. 1,000 lacs divided into 10 lacs shares of rs. 100.00 each. the memorandum of association filed under the companies act, 1956 was subscribed by the secretary (industries) on behalf of the lt. governor of delhi, under secretary (industries), and deputy director of industries (planning and technical) of the ..... private ltd., the name of which was subsequently changed to ms. delhi state industrial development corporation limited (hereinafter called the corpoiation) ig a company, originally incorporated on 15th day of february, 1971 under the companies act, 1956. the main objects of the corporation to be pursued by it on its incorporation are given in the memorandum of association. the object ..... in or debentures stock of the company is prohibited. (4) according to article 53 all the directors on the .board of directors of the corporation shall be and are appointed by (he president. the directors hold office at the pleasure of their appointing authority or until their office become vacant in terms of provisions of section 283 of the companies act, whichever .....Tag this Judgment!
Court : Chennai
Decided on : Dec-14-1984
Reported in : AIR1985Mad199; 62CompCas414(Mad)
..... statutory provision in s. 108 of the companies act. s. 108(l) which provides that the transfer of a share is not to be registered except on production of the instrument of transfer, reads as follows : -'a company shall not register a transfer of shares in, or debentures, of, the company unless a proper instrument of transfer duly ..... to the ownership of the shares in question, but as already pointed out, important questions of law are involved in respect-of the provisions of the companies act, and it was wholly improper on the part of the trial court to make an order of ad interim mandatory injunction in the present case. a ..... the right of the plaintiff to get such an ad interim injunction could not be determined without reference to the provisions of the companies act. the right of a party to have duplicate shares issued or to have his name entered in the register of members of a public limited ..... to have been lost or destroyed, or (b) having been defaced or mutilated or torn is surrendered to the company'. the learned judge has not considered the effect of s. 84 or s. 108 of the companies act when he went on to make an order that duplicate shares should be issued and the said shares should be ..... terms and that is why it became necessary to file the application for directions under r. 9 of the company court rules and o. 23 and r. 3 cpc read with s. 402 of the companies act to record the compromise and issue suitable directions giving effect to the terms concluded between the parties. a .....Tag this Judgment!
Court : Kolkata
Decided on : Aug-07-1984
Reported in : (1984)44CTR(Cal)123,150ITR74(Cal)
..... profit and loss account would govern their construction for the purposes of the two taxing enactments.' the supreme court thereafter considered parts i and ii of schedule vi of the companies act and the form of balance-sheet as prescribed therein and observed further as follows (p. 570):'......though the term 'provision' is defined positively by specifyingwhat it means, the definition of ..... paid for such issue were expenditure of a capital nature. it was held that there was a fundamental difference between capital made available to a company by issue of shares and money obtained by a company under a debenture loan and that the expenditure incurred in issuing redeemable preference shares would be capital expenditure. (b) addl. cit v. bharat fritz werner (p.) ltd ..... redemption of debentures and confirmed the assessment.3. on a further appeal before the income-tax appellate tribunal, the assessee contended that in the parlance of accountancy as also in law, capital redemption ..... the chargeable profit.2. on an appeal from the said assessment, the aac found that a capital redemption reserve was normally created to meet an existing liability, viz., redemption of debentures, and that it was not possible to ascertain whether the amount in dispute was maintained only as a reserve. he held that the said reserve was created obviously for the .....Tag this Judgment!
Court : Kerala
Decided on : Jun-25-1984
Reported in : (1984)43CTR(Ker)103; 154ITR345(Ker)
..... lands or buildings and making income by letting them on hire.'23. the question to be examined is whether the assets let out by the company were commercial assets, meaning assets used in business, and whether the act of letting out was itself a commercial activity. in this connection, reference may be made to sultan brothers p. ltd. v. cit : 51itr353 ..... -71, the assessee had received a sum of rs. 1,28,226 as miscellaneous receipts.4. the assessee is a company which carries on business as a priority industry as defined under section 80b(7) of the i.t. act, 1961 (the 'act'). for the relevant accounting years, the assessee's claim for the inclusion of these amounts in the computation of deduction ..... carry on business as a priority industry. the gross total income refers to the totality of the income of the company from all its sources under different heads of income computed under the various provisions of the act other than section 80i. the deduction of 8% is related only to a part of that total income which is the profits and gains ..... under section 80-i of the income-tax act ? 3. a. y. 1969-70 : whether, on the facts and in the circumstances of the case and on an interpretation of the agreements entered into by the company with certain financiers, the tribunal is right in law in treating the medium-term dollar loans as debentures for the purpose of computing relief under section .....Tag this Judgment!
Court : Delhi
Decided on : Aug-01-1984
Reported in : (1985)49CTR(Del)249; ILR1985Delhi299
..... the retained part of the price, must forthwith go to the shareholders, subject to whatever legitimate determination may be made eventually by the authorities under the act. it is also reasonable and proper that the company, which has certainly not kept the amount in a separate fund, but would be deemed to have utilised it for its legitimate business activity, must ..... section 2 of the act. section 2(22) of the act runs thus :' (22) 'dividend' includes - (a) any distribution by a company of accumulated profits, whether capitalised or not, if such distribution entails the release by the company to its shareholders of all or any part of the assets of the company; (b) any distribution to its shareholders by a company of debentures, debenture-stock, or deposit ..... deposit without reasonable cause or excuse in the government account and were thus liable to be punished under section 276b of the act. it is further alleged that the retained amount was a 'trust' with the company and the company neither paid the amount to the credit of the central government nor refunded it to the shareholders and has thus 'dishonestly ..... certificates in any form, whether with or without interest, and any distribution to its preference shareholders of shares by way of bonus, to the extent to which the company possesses accumulated profits, whether capitalised or not; (c) .....Tag this Judgment!
Court : Mumbai
Decided on : Feb-27-1984
Reported in : (1984)41CTR(Bom)376; 151ITR220(Bom)
..... amounts could be included in computing the capital of the respondent as on april, 1, 1963, under rule 1 of schedule ii to the companies (profits) surtax act, 1964, for the purpose of the statutory deduction for the assessment year 1964-65. the department contended that since the appropriations were made on ..... 1966. the relevant balance-sheet is the one as the june 30, 1966. under rule 1 of the second schedule to the surtax act, the capital of the company shall be the aggregate of the amounts as on the first day of the previous year of the paid up share capital, development rebate ..... of certain items towards certain type of reserves by the directors is concerned, there was no question of any liability being thereby created against the company, whereas once there is declaration of dividend or a resolution is passed by the shareholders for the issue of bonus shares, the situation might be ..... concerned, it is a well settled position in law that when directors declare their decision to issue bonus shares no liability is incurred by the company at least till a resolution for the issue of bonus shares is passed at an extraordinary general meeting of the share-holders. the question whether ..... reserves, 'other reserves', debentures and certain borrowed funds. the assessee claimed that the balance rs. 37,70,000 in the general reserve account as .....Tag this Judgment!