1961 (12) TMI 40 - HC - Companies Law

Accounts Annual accounts and balance sheet, Powers of court to grant relief in certain cases

Summary

Issues:
- Application under section 633 of the Companies Act, 1956 for relieving directors from liability under sections 210 and 220 of the Act.
- Seizure of company's books by Special Police Establishment affecting compliance with statutory requirements.
- Directors' contention of inability to prepare balance-sheet and profit and loss account due to seized books.
- Jurisdiction of the court to grant relief under section 633 of the Companies Act, 1956.
- Exercise of discretion by the judge in granting relief.

Analysis:

The judgment addressed two Letters Patent Appeals arising from orders of Tek Chand J. related to an application by directors of a company under section 633 of the Companies Act, 1956, seeking relief from liability under sections 210 and 220 of the Act due to the seizure of company books by the Special Police Establishment. The directors failed to obtain possession of the books seized, impacting their ability to comply with statutory obligations regarding balance-sheets and profit and loss accounts.

The directors argued that the seizure of books prevented them from fulfilling statutory requirements, despite the company continuing its operations and maintaining daily accounts. They contended that the auditors were unable to prepare financial documents without access to the seized books. However, the court emphasized that it was the directors' primary responsibility to ensure the preparation of these documents, with subsequent scrutiny by auditors for certification.

The judgment also discussed the jurisdiction of the court to grant relief under section 633 of the Companies Act, 1956. While there were differing opinions on this matter, the court focused on the directors' justification for non-compliance. It was highlighted that the discretion to grant relief under section 633 lies with the judge, and in this case, the judge's decision to deny relief was deemed appropriate, indicating no misuse of judicial powers.

Ultimately, the court found no merit in the appeals, dismissing them with costs. The judgment underscored the directors' failure to provide sufficient justification for their non-compliance with statutory requirements, emphasizing the importance of fulfilling obligations despite external challenges such as the seizure of company books.