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4. The Petitioners have produced certified copy of Form No.32 issued by the Registrar of Companies (ROC) in support of their case that they have resigned as Directors. It is their case that the said certified copy of Form No.32 is the proof of their resignation and no further inquiry can be made by the Court about the factum of the resignation. They have applied for quashing the criminal complaint against them consequent upon the said document having been issued by the ROC.

         Sr. Dates               Particulars
         Nos
         .
         1   20.7.99             Resignation of accused No.6 as





                                 Director.
         2     3.8.99            Loan         agreement             executed
                                 between          the       Company           and
                                 Respondent          No.2     signed            by







                           accused No.9 on behalf of the
                           Company.




                                                                            
         3     15.2.2000   Charge      registered         by        the




                                                 
                           Company under Section 130-138
                           of the Companies Act with the
                           ROC signed by accused No.9 on




                                                
                           behalf of the Company.
         4     24.8.2000   Progress report of the Company
                           submitted      by    the         Company




                                         
                           signed by accused No.9 as its

         5     31.8.2000
                            
                           Director.
                           Resignation of accused No.9 as
                           Director.
                           
         6     18.9.2000   Certified copy of Form No.32
                


                           issued by the ROC.
             



         7     30.12.2000 Company s cheques dishonoured.
                  A n d





               30.6.2001


         8     2.9.2001    Letter signed by accused No.6





                           as   Director       addressed              to
                           Respondent No.2.

9. Under Section 303(1) of the Companies Act, a register of the Directors is required to be maintained by the Company. The particulars of Director, including his tenure are required to be stated. Under Section 303(2) of the Companies Act, any change, inter alia, among its Directors is required to be sent to the ROC, specifying the date of the change. The resignation of a Director brings about a change in the directorship of the Director resigning. That change has to be notified to the registrar under the aforesaid provision. This has to be notified in accordance with the procedure prescribed thereunder. The procedure so prescribed is by filing Form No.32 of General Rules and Forms under the Companies Act. Upon the resignation coming into effect the change among Directors would take place. Hence, only after the resignation is sent by the Director and received by the Company, can the change be notified to the ROC. Under Section 303(2) of the Companies Act, the said change is required to be filed within 30 days of the change. This being a secretarial practice, it would be required to be filed with the ROC by the Secretary of the Company. Upon such filing, the ROC would issue a certified copy thereof. Since it is a legal requirement under Section 303(2) of the Companies Act, the factum of registration mandatorily required to be notified can be evidenced only by filing Form No.32 with the ROC.

13.The presumption of genuineness of certified copy extends to the fact that such a private document was filed in a public office. It extends no further than that. Consequently, the certified copy of Form No. 32 of Respondent Nos.6 and 9 shows that Respondent Nos.6 and 9 had executed Form No.32 showing a change in their directorship on the date the form was executed and signed. The fact that the form was indeed filed with the ROC as reflected in the form is presumed upon the ROC issuing a certified copy of Form No.32 under its seal/stamp.