CAPT. SANJEEV NAGPAUL Vs. SEASONS CREATION PVT. LTD. AND ORS.

JUDGEMENT

(1.) IN this order I am considering Company Petition No. 85 of 1999 filed by Capt. Sanjeev Nagpaul under Sections 397 and 398 read with 402, 403 and 406 of the Companies Act, 1956 (hereinafter referred to as the "Act") against M/s Seasons Creation Pvt. Ltd. and Ors. alleging oppression against the minority shareholders having 24.63% shares in the respondent company as well as mismanagement of the affairs of the company alleging embezzlement and siphoning off of funds, fabrication of records and documents, preparation of two balance sheets, one showing loss and other profit for the same year for personal gains by respondents and hence seeking removal of R -2 and other illegally appointed directors and praying for appointment of an independent C.A or a financial consultant or a cost accountant to investigate accounts for five years so as to order the respondents to make good the losses and siphoned off funds.

(2.) THE undisputed facts of the case are: M/s Seasons Creation Pvt. Ltd. (R -1) was incorporated on 20.06.1989 having its registered office at 410/2 -WZ Shakurpur, Opp. Lawrence Road, Delhi -110034 with the authorized share capital of Rs. 20,00,000/ - divided into 20,000 equity shares of Rs. 100 each. The paid up capital of the company is Rs. 4,10,000 divided into 4,100 equity shares of Rs. 100 each. The objects of the company are to carry on the business of manufacturers, traders, importers and exporters of and dealers in readymade garments, fabrics, carpets and all other such kinds of textile goods of all varieties and distinctions and hosiery goods. The company is engaged in the business of manufacture and export of garments, it has two manufacturing units one at Delhi and the other at Tirupur, Coimbatore, Tamil Nadu.

(3.) IT was contended that the influence of the respondent over the Bank is obvious because respondent's father was on the Board of Allahabad Bank and had undue influence on the Bank for perpetuating their wrongful acts and deeds. The respondents on the basis of fictitious forged export purchase order, obtained packing credit limits and siphoned the funds, falsified the accounts and left the country leaving the company in lurch for more than 5 1/2 months in November 1998 after dissipating the funds of the company, so much so that the R -2 incorporated a company in Singapore and took LIC Policies in foreign currency to use the funds siphoned out of the respondent company. It was contended that the act of the respondent culminated into a raid of the Income Tax Department on his premises and the matter was reported in the newspaper.