TaxTMI 
TaxTMI 
2004 (4) TMI 304
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.... or registered post with acknowledgement due to them, calling them upon to file the statement of affairs pertaining to the company. The notices were served upon accused Nos. 2 to 5. However, accused No. 2 informed him by reply letter dated June 1, 2001, that he resigned from the directorship of the company with effect from October 2, 1998. Accused No. 3 replied by his letter dated June 1, 2001, that he was only a professional director and had not taken any remuneration from the company, and had not involved himself in day-to-day affairs of the company, and that he resigned from the company by filing Form No. 32 with the Registrar of Companies. Accused No. 5 replied by his letter dated June 1, 2001, that he was honorary and non-executive director of the board of directors of the company and that he too resigned with effect from March 18, 1997. 3. It is further alleged in the complaint that ex-directors of the company were required to file the statement of affairs, furnishing the required details in the prescribed form, within 21 days from the date of winding up order or within such extended time not exceeding three (3) months from the relevant date, i.e., date of winding up order, ....
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....g separately the cash balance in hand and at the bank, if any, and the negotiable securities, if any, held by the company; (b)its debts and liabilities; (c)the names, residences and occupations of its creditors, stating separately the amount of secured and unsecured debts; and in the case of secured debts, particulars of the securities given, whether by the company or an officer thereof, their value and the dates on which they were given; (d)the debts due to the company and the names, residences and occupations of the persons from whom they are due and the amount likely to be realised on account thereof; (e)such further or other information as may be prescribed, or as the Official Liquidator may require. (2) The statement shall be submitted and verified by one or more of the persons who are at the relevant date the directors and by the person who is at that date the manager, secretary or other chief officer of the company, or by such of the persons hereinafter in this sub-section mentioned, as the Official Liquidator, subject to the direction of the Court, may require to submit and verify the statement, that is to say, persons- (a)who are or have been officers of the company;....
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....e Official Liquidator, be punishable accordingly. (8) In this section, the expression 'the relevant date' means, in a case where a provisional liquidator is appointed, the date of his appointment, and in a case where no such appointment is made, the date of the winding-up order." [Emphasis supplied] A perusal of the said provision shows that the directors of a company or a person, who at the relevant date, is manager, secretary, or other chief officer of the company, or other persons who in the view of the Official Liquidator have been officers of the company, or have been taken part in the formation of the company at any time within one year preceding the relevant date, or have been in the employment of the company within the said year, or capable of giving information required by the Official Liquidator in his view, or within the said year, was an officer of the company, or in the employment of the company, they are obliged to file the statement of affairs of a company, within 21 days from the relevant date or within such extended time not exceeding three months from the relevant date. If without any reasonable excuse, such persons who have been called upon to file the statemen....
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.... is the extract of the register, which shows that the change has been made with effect from October 1, 1998, in the registers of the company, insofar as accused No. 2 is concerned. Therefore, it is obvious that the resignation came into effect on October 1, 1998. 11. Similarly accused No. 3 addressed a letter dated April 15, 1995, submitting his resignation, as he intended to go abroad. This letter has been addressed to the managing director of the company. It is not known whether the same has been forwarded to the Registrar of Companies and has been duly incorporated in the registers of the company. The other accused appears to have disassociated himself with the affairs of the company since then and so he is not aware of the state of affairs of the company since then. Having regard to the above statement of affairs, it is to be seen whether both the accused, or, either one of them have/has acted contrary to the provisions of section 454 of the Act. 12. Learned counsel appearing for both the accused seeks to place reliance upon the judgment of this court in the case of Official Liquidator, High Court, Andhra Pradesh v. Koganti Krishna Kumar [1997] 89 Comp. Cas. 672. A learned si....