Company Law Board
In Re: Dintex Dyechem Ltd. vs Unknown on 24 October, 2000
Equivalent citations: [2001]104COMPCAS735(CLB)
ORDER
1. Dintex Dyechem Ltd. and its five directors, namely, Shri Sevanti Lal P. Shah, Shri Dinesh S. Shah, Shri Pankaj S. Shah, Shri Bhupendra S. Shah and Shri Suresh S. Shah have jointly moved an application for compounding of offence committed under section 297 of the Companies Act, 1956, in respect of failure on the part of the company to obtain the prior approval of the Central Government for the period from 31-3-1996 to 15-6-1999, for purchase/sale of goods through the partnership firms namely Dispo Dyechem and Dintex Dyechem in which some of the directors of the company were interested. The said application of the applicants has been duly forwarded by the Registrar of Companies, Gujarat, vide his letter No. 9003/CP/Legal/99-2000/2251, dated 22-3-2000, and subsequent letter No- 9003/CP/2000-01, dated 30-8-2000, and the same have been treated as Company Application No. 17/621A/ CLB/WR/2000, and Application No. 48/621A/CLB/V/2000.
2. Shri Jaydeep N. Thanawala, the company secretary appearing on behalf of the applicants reiterated the submissions made in the application of the applicants. He further submits that keeping in view the quantity of the goods covered by the said transactions which constitute a negligible portion, there was no intention on the part of any body including the directors of the company to have any undue advantage through the said firms and without recourse to the merits of the case, the offence under section 297 of the Companies Act, may be compounded.
3. Having regard to the facts and circumstances of the case, the offence under section 297, in respect of failure on the part of the company to obtain the prior approval of the Central Government for the period from 31-3-1996 to 15-6-1999, for purchase/sale of goods through the partnership firms namely Dispo Dyechem and Dintex Dyechem in which some of the directors of the company were interested and which is also the subject-matter of Complaint Nos. 104 to 107 of 2000, filed by the Registrar of Companies, Gujarat before the Chief Metropolitan Magistrate Court at Ahmedabad, is compounded against the company on payment of Rs. 25,000 and against the directors of the company named above on payment of Rs. 10,000 by each director. The directors to pay the compounding fee from their personal account. The remittance shall be made within 15 days from the date of receipt of this letter by way of demand draft payable in favour of 'Pay and Accounts Officer, Department of Company Affairs, Mumbai'. Since the company and directors have paid the compounding fee of Rs. 75,000 to this Bench by way of demand drafts, the Registrar of Companies, Gujarat is directed to take further necessary action under section 621A(4)(d).