9911796707
TMI Blog2002 (1) TMI 1321X X X X Extracts X X X X X X X X Extracts X X X X ..... he petitioner's case as set out in the petition is that at the relevant time the petitioner held 2196 shares of the respondent-company and was surprised to receive a copy of a communication dated 26-7-1996 from the respondent-company addressed to one Sunil K. Jain C/o Vardhanan Port Folio (P.) Ltd. verifying the signature of the petitioner from its records, issued in response allegedly, of a letter written by the petitioner. Since the petitioner had not issued any communication to the respondent-company for verification of his signature, he contacted Shri Sunil K. Jain and was informed that some shares belonging to the petitioner had been received for sale. The petitioner vide letter dated 25-8-1996 requested the respondent-company not to transfer any shares belonging to him till further advice and to furnish him the details of the shares held by him to find out the exact number of shares missing from his possession. A letter was also sent to Sunil K. Jain requesting him not to make payment towards the 300 shares received by him for transfer to anybody except the petitioner. Vide letter dated 26-9-1996, the respondent-company furnished a print out of the petitioner's shareh ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... spondent, two preliminary objections were raised at the outset, namely, that the petition filed under Section 111 was not maintainable as the said section did not apply in case of the respondent which was a public Ltd. company. Secondly, the petition was barred by limitation as the cause of action arose in August/September, 1996 but the petition was filed after about 3 years. So far as the first objection is concerned, on the oral prayer made by the learned counsel for the petitioner we have treated this petition as filed under Section 111A. As regards the second objection since the petitioner was alleging that his shares have been transferred fraudulently on the basis of forged signature and fraudulent attestation of the same and, thus, was void ab initio, in our view in such a case the period of limitation cannot be strictly applied. We have, therefore, proceeded to hear this petition on merits. 5. The learned counsel for the petitioner has submitted that the stand of the respondent-company that the 500 shares were transferred prior to receipt of petitioner's communication dated 25-8-1996 was totally incorrect as the said 500 shares were found mentioned in the print out of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e and Company Affairs, Deptt. of Company Affairs, New Delhi, the respondent-company had transferred the shares in question in the name of the transferees. (ii) Out of the 500 concerned shares, 200 shares were lodged for transfer between January to May 1996. As there was a slight variation in the signature of the petitioner, although the same was duly attested, the company had by way of abundant caution, sent warning notices in respect of 200 shares to the petitioner. However, no communication/objection was received, consequently the shares were transferred much before the communication dated 25-8-1996 of 'stop' transfer was received by the respondent. (iii) As regards the balance 300 shares, the same were transferred on the strength of valid transfer deed as the signature tallied with the signatures on record. Therefore, no warning notice was given to the petitioner in respect of the said transfers and the same were valid and in accordance with law and the procedure laid down. (iv) The respondent company had received an undated letter from the petitioner along with 7 copies of transfer deeds for signature verification with a request to intimate the fact to Sunil Ku ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the respondent's letter to the petitioner filed as Annexures A1 to A4 discloses that as there was some minor difference in the signature of the transferor on the transfer deeds pertaining to 200 shares, a warning was issued, as required under Clause 12A(1)(i) of the Listing Agreement. However, the transferor did not respond to the said notice and, therefore, the respondent-company cannot be legally blamed for transferring the said shares in the names of the transferees. That apart the said transfer for 200 shares was effected between April to June 1996 as per the details in paragraph 6 of the respondent's reply, much before the petitioner's communication dated 25-8-1996 was received. So far as the 300 shares were concerned, according to the respondents they did not find any difference in signature and as the shares certificates were accompanied by valid transfer deeds duly stamped and executed on behalf of the transferor as per the provisions of Section 108 of the Act and the signature of the transferor was attested by the proper authority, the respondent-company transferred the same without any further intimation to the petitioner. Therefore, no exception can be taken ..... X X X X Extracts X X X X X X X X Extracts X X X X
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