2008 (9) TMI 1049 - HC - SEBI

Summary

Issues:
1. Whether the petitioner, a former director of a company engaged in Collective Investment Schemes, can be held liable for offenses committed by the company after his resignation?
2. Whether the court can quash the criminal complaint and order for discharge under Section 482 of the Code of Criminal Procedure without evidence being recorded in the trial?

Analysis:
Issue 1:
The petitioner, a former director of a company involved in Collective Investment Schemes, sought quashing of a criminal complaint against him for offenses committed by the company after his resignation. The Securities and Exchange Board of India (SEBI) directed the company to refund money collected under the schemes, but the company failed to comply. The complaint implicated the petitioner as a director responsible for the company's conduct. The petitioner contended that he resigned before the offenses occurred, supported by Form 32 filed with the Registrar of Companies and SEBI's admission of his resignation. The court examined Section 27 of the SEBI Act, emphasizing the requirement for a person to be in charge of the company at the time of the offense. Citing precedent, the court concluded that the petitioner's resignation absolved him of liability, leading to the quashing of the complaint against him.

Issue 2:
The court addressed the power under Section 482 of the Code of Criminal Procedure to quash proceedings. It highlighted the inherent jurisdiction of the court to prevent abuse of process and ensure justice. Referring to Supreme Court decisions, the court emphasized the need to exercise this power sparingly and only when justified by specific criteria. In this case, considering the petitioner's resignation and supporting evidence, the court found it appropriate to quash the complaint against him. The court's decision to intervene under Section 482 was based on the absence of disclosed offenses and the petitioner's established non-involvement after resignation. Consequently, the criminal complaint and the order for discharge were quashed, and the petition was disposed of accordingly.