Court : Mumbai
Decided on : Dec-09-1993
Reported in : 210ITR485(Bom)
..... company or not.' 19. the debentures may provide for security on the assets of the company or may be in the form of a mere ..... and any other securities of a company, whether constituting a charge on the assets of the ..... issued by a company, providing for the payment of, or acknowledging the indebtedness in, a specified sum at a fixed date, with interest thereon.' 17. the debenture may provide for a charge by way of security or may not so provide. 18. section 2(12) of the companies act provides an inclusive definition of the expression 'debenture' as under : 'debenture' includes debenture stock, bonds ..... the circumstances of the case, the tribunal was right in law in holding that the debentures issued to the public financial institutions was not issued to the 'public' within the meaning of clause (iv) of rule 1 of the second schedule to the companies (profits) surtax act (2) whether, on the facts and in the circumstances of the case and .....Tag this Judgment!
Court : Income Tax Appellate Tribunal ITAT Kolkata
Decided on : Sep-15-1993
Reported in : (1994)49ITD355(Kol.)
..... expenditure or discount or commission on issue of shares; (4) in paying monies payable on the redemption of any redeemable preference shares or any debenture of the company. at page 299 of a. ramaiya's guide to the companies act, eleventh edition, 1988 it is stated after a reference to certain english decisions that the effect of section 78 is to create a new ..... held that floating shares were not a part of the banking activity of the assessee and the shares were floated with a view to strengthening the capital structure.9. the companies act contains provisions relating to the share premium.section 78 is the relevant provision. section 78(1) shows that when shares are issued at a premium the amount of premium should ..... "reserves and surplus" in the liability side of the balance-sheet. the assessee has credited the amount in respect of the forfeited shares under the head "capital reserve". thus the companies act itself treats the profit on forfeiture of shares as a capital reserve not available for distribution as dividend. it is, therefore, not possible to uphold the conclusion of the departmental ..... on the shareholder requiring payment of the call money together with interest, if any. this power is conferred by article 29 of table a to the schedule i to the companies act, 1956.articles 30 to 35 also deal with the forfeiture of shares. under article 31 if the shareholder fails to comply with the notice issued by the board of directors .....Tag this Judgment!
Court : Company Law Board CLB
Decided on : Apr-21-1993
Reported in : (1995)84CompCas838
..... were going to get 1,20,000 shares. he also pointed out that all the debenture-holders were shareholders and no outsiders were being given any share. regarding disclosure of interest of directors, he argued that by the amendment to the companies act, the words in section 173 were modified and the original words "the nature and extent of the interest" were substituted ..... the proposals also did not bring out clearly the disproportionate offer of shares to the debenture-holders. referring to the notice of the 12th annual general meeting of the members of rdil held on september 10, 1990, and the explanatory statement pursuant to section 173 of the companies act in respect of items 6 and 7 relating to increase in the authorised capital ..... name. thus, 5,080 shares which were not subscribed by the shareholders/debenture-holders and which were non-renunciable were allotted to minoo mody and homi ayrton in gross violation of the terms and conditions of the rights issue. regarding the applicability of section 81(1a) of the companies act for issuing shares, shri cooper pointed out that no legal advice is found ..... 43a of the companies act. (ii) seeking approval of the board of directors for extension of the closing date, collection of extra 25 per cent. of subscription and making the terms of ncd attractive in the circular resolutions of february 1, 1990, and february 2, 1990, on the ground of contradictory reasons of "poor" response and demand for additional debentures from shareholders. the .....Tag this Judgment!
Court : Company Law Board CLB
Decided on : Mar-30-1993
Reported in : (1994)79CompCas207
..... of the companies act, 1956 (hereinafter called "the act"), by the hindusthan development corporation limited (hereinafter called "the company") having its registered office at mody building, 27, sir r.n. mukherjee road, calcutta 700 001. the facts are that the company offered for subscription around december, 1991, to january, 1992, the following: (a) 61,25,174--14% secured redeemable partly convertible debentures (series ix ..... a large number of such letters together with transfer deeds have been lodged for registration of transfer. according to the company, section 113 of the act requires that the debenture certificates have to be delivered to the transferees within 2 months from the date of application for registration of transfer which delivery may be considered ..... right issue and public issue on april 4, 1992, and may 22, 1992, respectively. thereafter, the company has obtained the permission of the company law board, eastern region bench, under section 113(1) of the act for the extension of time to deliver the debenture certificates up to march 13, 1993, in respect of the right issue and april 20, 1993, ..... in respect of the public issue.4. the company now submits through the present petition that since the letter of allotment is itself transferable, .....Tag this Judgment!
Court : Company Law Board CLB
Decided on : Oct-20-1993
Reported in : (1994)81CompCas617
..... consider the second issue, a reference to the statutory provisions involved in this case is necessary. section 108(1) of the companies act, 1956, reads as follows : "108. (1) a company shall not register a transfer of shares in, or debentures of, the company, unless a proper instrument of transfer duly stamped and executed by or on behalf of the transferor and by or on ..... place in the register of members contravening the provisions of section 108(1) of the act read with section 2(11) and section 12 of the indian stamp act.4. it has been further stated in the petition that the company made a rights issue of partly convertible debentures (pcds) by a letter of offer dated october 15, 1992, to all the shareholders of ..... name, address and occupation, if any, of the transferee, has been delivered to the company along with the certificate relating to the shares or debentures, or if no such certificate is in existence, along with the letter of allotment of the shares or debentures." section 2(11) of the stamp act, "duly stamped" : " 'duly stamped', as applied to an instrument, means that the instrument ..... the company and accordingly all the respondent companies, being in the register of members of the company, have also been issued letters of .....Tag this Judgment!
Court : Income Tax Appellate Tribunal ITAT Mumbai
Decided on : Jun-22-1993
Reported in : (1993)46ITD31(Mum.)
..... of shares, etc., for the purposes of the wealth-tax act as follows : "the shares, stock, debentures, stock in a company are located at the place where the company is incorporated." this instruction has been issued in the aforesaid manner for the simple reason that the term "incorporation" under the companies act, 1956, fully covers all the relevant issues required for determination ..... of the location of both movable and immovable assets including the domicile of the company itself. section 146 of the companies act ..... , 1956, stipulates that the company shall, from the day on which it begins to carry on its business or within 30 days of its incorporation, whichever is earlier, ..... deemed to be resident in india during the year ending on the valuation date, if,-- (a) it is a company formed and registered under the companies act, 1956 (1 of 1956), or is an existing company within the meaning of that act ; or (b) during that year the control and management of its affairs is situated wholly in india." now .....Tag this Judgment!
Court : Mumbai
Decided on : Apr-20-1993
Reported in : AIR1994Bom20; 1994(1)BomCR186; (1993)95BOMLR205
..... invalid, null and void and one of the contention in support of the declaration was that the notice of the meeting contravened the provisions of s. 81(2) of the companies act, 1913 as 21 days were not allowed between the date of the meeting and the receipt of the notice. the trial judge concluded that though there was some irregularity at ..... reported in : air1951mad831a n.v.r. nagappa chettiar v. the madras race club and this judgment requires closer scrutiny. the madras race club is a body corporate registered under the companies act of 1913 and the business and the object of the club is to carry on business of race club and to provide amenities to the members. there were 260 club ..... was placed on the decision reported in : 3scr777 narayandas shreeram somani v. sangli bank ltd. the supreme court was examining the scope and object of s. 91b of the companies act, 1913, which, finer alia, provided that a director shall not vote on any contract or arrangement in which he is directly or indirectly interested, unless authorised by the ..... : 2scr190 mannalal khetan v. kedar nath khetan. the supreme court examined the question whether the provisions of s. 108 of the act are mandatory or directory. s. 108 deals with transfer of shares or debentures and provides that the company shall not register the transfer unless a proper instrument of transfer duly stamped and executed by transferor and by the transferee has .....Tag this Judgment!
Court : Supreme Court of India
Decided on : Mar-28-1993
Reported in : 1993(2)BLJR881; 77CompCas356(SC); 1993CriLJ2888; 1993(1)Crimes1132(SC); JT1993(2)SC523; 1993(2)SCALE266; (1993)3SCC54; 2SCR699; Supp54SCR3
..... stand trial for offences under the penal code.4. it is true that the companies act contains provisions regarding the issuance of prospectus, applications for shares and allotment thereof and provides different checks over the misuse of the fund collected from the public for issuance of shares or debentures. but can it be said that where persons issue prospectus and collect moneys from ..... section 69 of the companies act all moneys received from the applicants for shares have to be deposited and kept in an account and in event the shares are not issued the moneys so received have to be repaid with interest reference was also made to section 73 of the act which requires every company intending to offer shares or debentures to the public for ..... criminal proceeding pending against the appellants has been challenged saying that it amounted to an abuse of the process of court because instead of invoking the different provisions of the companies act which are meant to cover such situations and to protect the interest of share-holders, a prosecution has been launched against the appellants before a criminal court for offences under ..... subscriptions by the issue of prospectus has to make an application before such issue to one or more recognised stock exchanges, for permission for shares or debentures intended to be so offered to be dealt with in the .....Tag this Judgment!
Court : Delhi
Decided on : Oct-11-1993
Reported in : 79CompCas163(Delhi); 52(1993)DLT252; 1993(27)DRJ482; 1994RLR83
..... case opines:- 'in my view, however, that judgment does not help the contention of mr. khanna for the reason that the same related to proceedings under section 155 of the companies act. that judgment was not delivered in a suit.'(14) with great respect we are unable to agree with the aforesaid reasoning. the fact that the division bench judgment was not ..... cloth and general mills co. limited, 1983(54) comp cas 301 (del) had taken a view to the effect that having regard to the language used in section 155 of companies act, it was clear that proceedings under this section can from its very nature be only a summary proceeding and that in all the cases where serious questions are in dispute ..... section 155. for such inquiry a civil suit is the proper remedy. it is only the rights and liabilities which arise out of the provisions of the companies act which can be inquired into in a company petition.'(16) while dealing with the aforesaid judgment mahindar narain. j. opines:- 'inthat case, the division bench relied upon the judgment and order of a full ..... (1) to (4) shall apply in relation to the rectification of the register of debentures holders as they apply in relation to the rectification of the register of members.'(4) we may notice that by companies (amendment) act. 1988, section 155 of the act has been omitted from the act. with effect from 31st may, 1991 the power to rectify the register of members has .....Tag this Judgment!
Court : Andhra Pradesh
Decided on : Apr-27-1993
Reported in : AIR1993AP337; 1993(2)ALT274
..... respect of a debt or a security. interpreting s. 370 of the indian succession act, which defines security as any pronote, debenture, stock or other security of central or state government, any bond, any stock or debenture or share in a company etc., the court held that articles pledged do not come within any of the categories mentioned above and as such, gold articles ..... certificate as the question as to who is entitled to those articles cannot be decided by the bank.3. it is relevant to note s. 214 of the indian succession act, which reads thus :'(1) no court shall- (a) pass a decree against a debtor of a deceased person for payment of his debt to a person claiming on succession to ..... administration evidencing the grant to him of administration to the estate of the deceased, or (ii) a certificate granted under s. 31 or s. 32 of the administrator-general's act, 1913, and having the debt mentioned therein, or (iii) a succession certificate granted underpart x and having the debt specified therein, (iv) a certificate granted under the succession certificate ..... act, 1989, or (v) a certificate granted under bombayregulation no. viii of 1827, and, if granted,after the first day of may, 1889, having thedebt specified therein. (2) the word 'debt' .....Tag this Judgment!