- (1.) KHOSLA Fans India (Private) Limited was ordered to be wound up by this court. The official liquidator attached to this court filed a complaint against the respondents under Sections 538, 478 read with Section 446 of the Companies Act, 1956 (hereinafter referred to as "the Act") and read with Section 9 of the Companies (Court) Rules, 1959 (hereinafter referred to as "the Rules"), inter alia, alleging that the respondents being officers of the liquidated company failed to deliver to the liquidator, as desired by him, all the movable and immovable property of the company, which was in their custody and control, which in law they were enjoined upon to deliver after the company was ordered to be wound up. It has been alleged that the respondents have intentionally not handed over the records and books of the company and thus have violated the provisions of Section 538 of the Act, An objection has been taken on behalf of the respondents that this court has no jurisdiction to try the complaint and in fact the complaint should have been filed before the Judicial Magistrate 1st Class, This matter came up before me sitting singly and I referred the same to a larger Bench for the reasons recorded in the reference order. This is how the question whether this court has the jurisdiction to try the complaint filed by the official liquidator against the respondents has been placed before us.
(2.) WITH a view to appreciate the respective contentions raised by the learned counsel for the parties, the relevant provisions of the Act may be referred to. Section 2 (11) of the Act is as follows : " 2 (U) " the Court " means,-- (a) with respect to any matter relating to a company (other than any offence against this Act), the court having jurisdiction under this Act with respect to that matter relating to that company, as provided in section 10; (b) with respect to any offence against this Act, the court of a Magistrate of the First Class, or, as the case may be, a Presidency Magistrate, having jurisdiction to try such offence ; "
(3.) SECTION 10 of the Act reads as under : " 10. Jurisdiction oj Courts.-- (1) The court having jurisdiction under this Act shall be (a) the High Court having jurisdiction in relation to the place at which the registered office of the company concerned is situate, except to the extent to which jurisdiction has been conferred on any District Court or District Courts subordinate to that High Court in pursuance of Sub-section (2); and (b) where jurisdiction has been so conferred, the District Court in regard to matters falling within the scope of the jurisdiction conferred, in respect of companies having their registered offices in the district. (2) The Central Government may, by notification in the Official Gazette and subject to such restrictions, limitations and conditions as it thinks fit, empower any District Court to exercise all or any of the jurisdiction conferred by this Act upon the court, not being the jurisdiction conferred (a) in respect of companies generally, by Sections 237, 391, 394, 395 and 397 to 407, both inclusive ; (b) in respect of companies with a paid-up share capital of not less than one lakh of rupees, by Part VII (Sections 425 to 560) and the other provisions of this Act relating to the winding-up of companies. (3) For the purposes of jurisdiction to wind up companies, the expression 'registered office' means the place which has longest been the registered office of the company during the six months immediately preceding the presentation of the petition for winding-up. ";