This application has been preferred with the following prayers:
Your Lordships be pleased to pass the order declaring the declaration payment of dividend paid by Board of Directors illegal, against the provisions of Section 205 of the Companies Act, 1956.
Your Lordships be pleased to pass stricture on all the Board of Directors that action of payment and declaration of Dividend illegal and also stricture against Registrar Of Companies Gujarat having intimated this question of illegal payment and ignoring the same for years together.
Your Lordship be pleased to pass stricture on Board of Directors (the Then) of Ratnamani Meats and Tubes Limited and Ratnamani Engineering Limited having filed my objection to the Scheme of Merger in 1996/1997 and stated this fact of illegal declaration Dividend by me and not filed any reply to this objection in Hon. Court, by Respondent and even then remain silent over this issue no declared this Fraud. Not only this but after some one and more years final hearing of the case took place and at the time of final hearing was not given from any end.
Your Lordships be pleased to declare dividend out of capital. By Board of Directors of Ratnamani Engineering Limited and all Directors be ordered to be prosecuted criminally.
Your Lordships be pleased to compensate to the Company The money paid by illegally, out of capital and made personally held liable per section of 205 of the Companies Act 1956.
Your Lordships may pass any other appropriate order in this case and circumstances and the case and for Justice.
Heard the petitioner, who is appearing in person. When a query was put to the petitioner to point out the provisions, under which the Court can initiate penal action against the Board of Directors for declaration of dividend allegedly in violation of provisions of Section 205 of the Companies Act, 1956 (the Act), the petitioner invited attention to Section 10 of the Act.
A plain reading of Section 10 of the Act indicates that the same provides for territorial jurisdiction of the High Court and other Courts. The said provision does not lay down anything which would permit the High Court, acting as a Company Court, to initiate any penal action against Board of Directors for alleged violation of provisions of Section 205 of the Act.
In the circumstances, without expressing any opinion as to whether the declaration of dividend is, or is not, in violation of provisions of Section 205 of the Act the petition is rejected.
Sd/-
[D. A.
MEHTA, J] *** Bhavesh* Top