9911796707
TMI Blog2014 (10) TMI 1084X X X X Extracts X X X X X X X X Extracts X X X X ..... tary has mentioned the date of meeting wrongly as 10. 10. 2011 instead of 18. 11. 2011, is no ground to say that a false record has been prepared. The Directors have resigned from the Directorship and their resignations have been accepted, therefore, they are not supposed to upload Form No. 32 etc. as per provisions of the Company Act. It is for the Company Secretary to upload the form and if the Company Secretary commits any mistake, the present petitioners are not responsible for that - when the cheques were issued by the Company on 21. 06. 2012, the present petitioners were not the Directors and they cannot be held liable if the cheques in question were bounced. Conclusion - The present petitioners have already resigned and their resign ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ues in these cases are of dated 21. 06. 2012 i. e. after the resignations of the petitioners were accepted. He argued that as the present petitioners were not Directors of the Company at the time of issuance of cheques, therefore, no complaint lies against them under Section 138 of the Negotiable Instruments Act, 1881. 4. On the other hand, learned counsel for the respondent argued that Form No. 32 has been uploaded on 30. 07. 2012 and the legal notice has already been issued before this date to the present petitioners and the Company. He further argued that in From No. 32, the Company Secretary has mentioned the date as 10. 10. 2011 regarding acceptance of the resignation in the meeting but no such meeting was held. He next argued that th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... , Mr. Pankaj Chadha and Mr. Raman Suri have tendered their resignation letters from the directorship of the Company and the same were placed before the Board for consideration. It is further held in the order that minutes of the meeting held on 18. 11. 2011 further reveal that the resignation of the afore noticed Directors stand accepted w. e. f 10. 10. 2011 i. e. from the date of submission of resignation letters. The Court returned the original minute book to the counsel for the petitioner. This order dated 15. 01. 2014 passed by this Court, nowhere points out that this original minute book is, in any way, forged document or tampered with etc. Learned counsel for the petitioner has also not challenged the Resolution dated 18. 11. 2011. 7 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... elinquishment is of unilateral character, it comes into effect when such intention is communicated. If the act of relinquishment is of a bilateral character, the communication of the intention to relinquishment has to be accepted by the concerned authority. In that case, it is further held that as the appointment of a Director is not a bilateral character, the question of acceptance of the request to relinquish the office would not arise. Filing of Form No. 32 in terms of Section 303 (3) of the Act is only consequent act to be performed by the company in obedience to the statutory provisions. If such a form is filed with the Registrar of Companies it is a proof of a Director ceasing to be a director. But, it is not an act to be complied wit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... No. 32), the Company informed to the Registrar of Companies on March 4, 2004 about Appellant's resignation. It is not even the case of the complainants that the dishonoured cheques were issued by the Appellant. These facts leave no manner of doubt that on the date the offence was committed by the Company, the Appellant was not the Director; he had nothing to do with the affairs of the Company. In this view of the matter, if the criminal complaints are allowed to proceed against the Appellant, it would result in gross injustice to the Appellant and tantamount to an abuse of process of the court." 12. I have gone the above-cited judgment and the same fully applies to the facts of the present case. 13. On the other hand, learned counsel ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
