DIPANKAR DATTA, J. - (1.) IT is the case of the petitioners that sometime in the month of March 2006, they came to learn that the respondents 2 and 3 were proceeding to obtain finance from the securities market by issuing prospectus/letter of offer in the name of Gremach Infrastructure Equipments and Projects Limited (hereafter 'Gremach'). Since the petitioners were of the view that the respondents 2 and 3 have suppressed relevant facts in the said prospectus/letter of offer and statements contained therein are false which would mislead the investors, they lodged a complaint dated 13 -3 -2006 through their learned Advocate on record. The complaint was addressed to the Securities and Exchange Board of India (hereafter 'SEBI') having office at Nariman Point, Mumbai, with a copy thereof to the Regional Office of SEBI at 16, Camac Street, Kolkata -700 017. In view of the contents of the complaint, the petitioners prayed before SEBI to restrain the respondents 2 and 3 and Sourashtra Projects Limited from having access in the security market in terms of the said prospectus/letter of offer and a further prayer was made for restraining them from acting and/or entering into the security market by way of purchase and/or sale of securities. Since the complaint dated 13 -3 -2006 allegedly was not considered and disposed of by SEBI, the petitioners approached this Court by filing the present petition praying for, inter alia, the following relief: (a) Writ in the nature of mandamus commanding the respondents to consider the complaint lodged by the petitioners through their Lawyer dated 13 -3 -2006 after expunging the Word Flat No. 19, Lovely Rose, Juhu, Mumbai within the stipulated period of time; (b) Writ in the nature of prohibition preventing the respondent No. 1 from giving any permission and/or allowing the respondent Nos. 2 and 3 to access in capital market in the name of Gremech Infrastructure Equipments and Projects Limited or in any name; (c) Writ in the nature of certiorari commanding the respondents to transmit all the records, files, with regard to the said complaint letter lodged by the petitioner through petitioners' letter dated 13 -3 -2006 along with their other relevant papers if any filed by the respondent Nos. 2 and 3 with the respondent No. 1 seeking permission to access the capital market so that the same may be adjudged and conscionable justice may be rendered.
(2.) ON the self same cause of action, the petitioners had earlier approached this Court by filing a writ petition bearing W.P. No. 2873(W) of 2007. This Court had the occasion to consider the same. Being confronted with the situation that there was no pleading in the writ petition in relation to territorial jurisdiction of this Court to entertain the same, learned Counsel for the petitioners sought leave to withdraw it and to file a fresh writ petition. Leave, as prayed for, was granted and consequently, the present petition was filed. At the outset, Mr. Kapoor, learned Senior Counsel for the respondents 2 and 3 objected to the maintainability of the present petition on the grounds of (1) want of territorial jurisdiction of this Court to entertain the petition; and (2) lack of locus standiof the petitioners to maintain the same.
(3.) MR . Kapoor submitted that Gremach having its registered office at Mumbai intended to offer Public Issue to enhance its share capital and/ or list its shares in the Stock Market. Accordingly SEBI was approached and on its approval, prospectus/letter of offer for Public Issue had been issued. Since Gremach apprehended that the petitioners might initiate litigations to halt the Public Issue being business rivals and/or competitors, it had lodged caveat in the High Court of Delhi at New Delhi, in the Gauhati High Court at Guwahati as also in the District Court of Alipore, South 24 Parganas at Kolkata. However, writ petitions were neither filed in the aforesaid High Courts nor was any proceeding initiated in the District Court at Alipore; on the contrary, this Court had been approached by the petitioners in the writ jurisdiction without impleading Gremach as respondent but impleading the respondents 2 and 3, who are its Directors. He also submitted that none of the respondents in the petition have their respective offices within the territory of West Bengal and for the purpose of maintaining the present petition, the petitioners impleaded SEBI through its Regional Office within the jurisdiction of this Court and its Head Office, beyond the jurisdiction of this Court. It is his submission that the purported complaint lodged by the petitioners was addressed to the Head Office of SEBI at Mumbai and it is the Head Office of SEBI at Mumbai that was called upon to initiate enquiries in respect of alleged acts of suppression of the respondents 2 and 3. It is also his submission that only a copy thereof was forwarded to the Regional Office at Kolkata without any request to it for taking action. He submitted that the Regional Office of SEBI has no role to play in the matter and hence by reason of the Regional Office of SEBI being located in Kolkata, that would not confer jurisdiction on this court to entertain and hear the writ petition. He invited the attention of this Court to the statements made in paragraphs 15, 18 and 26 of the writ petition and in paragraph 3 of the supplementary affidavit filed by the petitioners in support of maintaining the writ petition within the territorial jurisdiction of this Court and submitted that all facts stated by the petitioners in the petition even if accepted at face value, do not give rise to any cause of action, even in part, entitling them to move the petition before this Court.;