Court Rules Third Respondent Not a Director at Winding-Up Date; Absolved of Companies Act Obligations.

The court allowed the applications filed by the third respondent, directing the Official Liquidator to delete his name from the proceedings. The court concluded that the respondent was not a Director on the winding-up date, absolving him of obligations under sections 454 and 538(1)(b) & (c) of the Companies Act, 1956.

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Issues Involved:
1. Non-compliance with section 454 of the Companies Act, 1956.
2. Direction to hand over books and records u/s 538(1)(c) of the Companies Act, 1956.
3. Direction to hand over movable and immovable property u/s 538(1)(b) of the Companies Act, 1956.
4. Deletion of the third respondent's name and relief u/s 633 of the Companies Act, 1956.

Summary:

Issue 1: Non-compliance with section 454 of the Companies Act, 1956
- Company Application No. 1003/2000 was filed u/s 454(5) & (5A) against three Directors for not complying with section 454 of the Companies Act, 1956.
- The court concluded that the applicant, who resigned on 5-7-1995 and whose resignation was accepted on 9-8-1995, was not a Director on the winding-up date (15-11-1999). Therefore, he was under no obligation to comply with section 454, and the action taken by the Official Liquidator was without jurisdiction.

Issue 2: Direction to hand over books and records u/s 538(1)(c) of the Companies Act, 1956
- Company Application No. 1263/2000 was filed for a direction to the three Directors to hand over all books and records of the Company in liquidation.
- The court found that the applicant had ceased to be a Director from 5-7-1995, and thus, he was not responsible for handing over the books and records.

Issue 3: Direction to hand over movable and immovable property u/s 538(1)(b) of the Companies Act, 1956
- Company Application No. 1264/2000 was filed for a direction to the Directors to hand over movable and immovable property of the company in liquidation.
- The court held that since the applicant was not a Director on the winding-up date, he was not liable for handing over the property.

Issue 4: Deletion of the third respondent's name and relief u/s 633 of the Companies Act, 1956
- The third respondent filed applications (CAs 610, 611, and 612 of 2001) to delete his name from the aforementioned applications and sought relief u/s 633.
- The court accepted the evidence that the applicant had resigned and was not a Director on the winding-up date. Consequently, the court directed the Official Liquidator to delete the applicant's name from the applications and drop all proceedings against him.

Conclusion:
- The court allowed the applications filed by the third respondent for deleting his name and directed the Official Liquidator to comply accordingly.

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