TaxTMI 
TaxTMI 
2021 (9) TMI 521
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....on 6.7.2021 and during the hearing of the said petition for bail, it was fairly conceded by the learned senior counsel appearing for the respective petitioners as well as the intervenors that the bail petition is intrinsically connected with the quash petitions in Crl. O.P. Nos.3730, 4095 and 4227/21 and, therefore, the said petitions may be tagged together and listed for hearing so as to give a quietus to the issue. It was also informed on behalf of the intervenor that W.P. No.1397/2021 has been filed for a mandamus praying for certain directions and the said petition, too, being connected with the issue on hand, Registry was directed to place the matter before the Hon'ble Chief Justice as to the listing of the bail petitions, the quash petitions and the writ petition and upon orders of the Hon'ble Chief Justice, the petitions are listed before this Court for hearing. 2. Learned senior counsel appearing on either side fairly submitted that the quash petition may be taken up by this Court as the case that would fall out from the said quash petition, on a prima facie nature, would have a bearing in the disposal of the bail petition in Crl. O.P. No.11206/21. In view of the a....
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.... of interest, which led to the registration of the above crime against ITNL, IL & FS and also various other Directors of the IL & FS, ITNL and other group companies. Aggrieved by the said registration of the case against the petitioners, who are no longer Directors of the said group companies, the present criminal original petitions have been filed on the ground that the invocation of the provisions of TNPID Act would not stand attracted to the debentures floated by ITNL as the said debentures are not "deposit" and ITNL is not a "financial establishment" as defined u/s 2 (2) and 2 (3) of the TNPID Act. 6. It is the case of the petitioners that ITNL, which is a group company under the umbrella of IL&FS is involved in the infrastructural activities and not into finance and banking activities. ITNL had floated non-convertible debentures, to a select few, on which interest was to be paid. The petitioners were, till 21.01.2019 were paying interest on the said debentures, but in view of the moratorium issued by NCLAT, ITNL was not able to pay the interest, which default led to the registration of the complaint by the intervenors under the TNPID Act. Other intervenors also, due to non-re....
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.... company. It is the submission of the learned senior counsel that in view of non-fulfilment of the circumstance enumerated in Section 149 (12) of the Companies Act, the said provision would not stand attracted to the case of the petitioner. 11. It is the further submission of the learned senior counsel that A-7, being a non-executive director, permission of the Ministry of Corporate Affairs is necessary for launching any prosecution against him in view of the circular of the Ministry of Corporate Affairs dated 2.3.2020, wherein criminal or civil proceedings stood barred against non-executive directors and independent directors, when the decisions are attributable to the Board or the Committees constituted by the Board. 12. Learned senior counsel appearing for A-7 further submitted that investigation of the issue has already been entrusted with SFIO u/s 212 of the Companies Act and once the investigation is entrusted with SFIO, the jurisdiction on the other investigating agencies stand ousted in view of the bar u/s 212 (2) and (3) of the Companies Act. It is the further submission of the learned senior counsel that by virtue of the powers vested u/s 212 of the Companies Act, on th....
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....he further submission of the learned senior counsel for A-7 that Entry 46 of the Union List pertains to Bills of exchange, cheques, promissory notes and other like instruments and the present case, the instrument, which is put in issue is the debentures issued by ITNL, which would squarely stand covered under Entry 46 of the Union List and, therefore, the jurisdiction vests with SFIO to continue with the investigation and insofar as the said instrument, viz., debentures is concerned, no other agency is vested with the power to investigate. 17. Mr. M.K.Kabir, learned senior counsel appearing for A-6, while adopting the arguments of Mr.B.Kumar, learned senior counsel appearing for A-7, further submitted that A-6 is also identically placed as A-7, in that A-6 was not only a non-executive director, but had also resigned from the company/Board on 1.10.18, much prior to the FIR dated 28.9.20. A-6 being a non-executive director and not a key managerial personnel, as prescribed under the Companies Act, cannot be fastened with any vicarious liability and, therefore, the complaint against A-6 cannot be allowed to survive. 18. It is the further submission of the learned senior counsel for A....
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....urisdiction of Mumbai and also the entities involved in the transactions are having offices at Mumbai and that the trading has been done at the Mumbai Stock Exchange, no jurisdiction vests at Chennai and, therefore, invocation of jurisdiction at Chennai is not maintainable. 21. It is the further submission of the learned senior counsel that clause 9.14 of the Information Memorandum prescribes the entities, who could apply for the private placement debentures, which clearly prescribes that the said entities could be investors, only when specifically approached and they could apply for the purchase of the private placement debentures. However, the 2nd respondent is not one such entity, which was approached by ITNL, but the 2nd respondent had purchased the non-convertible debentures from open market from Trust Capital and, therefore, it cannot lay claim that ITNL has cheated the 2nd respondent. In this regard, it is the submission of the learned senior counsel for A-6 that even where there arises any default in payment of monies, accruing due on the respective date, default interest has been provided, which would be at the rate of 2% per annum over and above the coupon rate. Therefor....
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....of petitions for registration of the case, which was ordered by this Court. However, the 2nd respondent has not stated in the second petition that the first petition on which the complaint has been registered, was also at his instance, which shows that the 2nd respondent has not spoken in entirety about the issue even while the complaint was sought to be registered. 25. It is the further submission of the learned senior counsel for A-6 that the 2nd respondent had, even before the filing of the complaint, had approached the NCLAT by filing necessary application for securing the repayment on the debentures, pursuant to the grant of moratorium by NCLAT. However, the 2nd respondent, for reasons best known, omitted to mention about its knowledge and filing of the application before the NCLAT for securing its repayment, which has already been verified and admitted by the Auditors Grant Thornton. However, the said facts have not been brought to the notice of this Court, which is clear suppression on the part of the 2nd respondent. 26. Mr.Manishankar, learned senior counsel appearing for A-3, in all fairness submitted that A-3 was the Managing Director of the company. However, it is the ....
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....2nd respondent is a purchaser of the non-convertible debentures, which was issued on private placement basis, from Trust Capital. It is for the 2nd respondent to have satisfied itself by reading all the information provided in the information memorandum before proceeding to purchase the non-convertible debentures. 30. It is the further submission of the learned senior counsel for A-3 that the invocation of Section 420 IPC against the Directors of ITNL is wholly misconceived, as there is no intent shown on the part of ITNL to defraud the 2nd respondent. There is no element of cheating by ITNL and the default, as borne out by records is on account of the moratorium granted by NCLAT. It is the further submission of the learned senior counsel for A-3 that the ingredients of Section 420 IPC does not get satisfied in any way, as it is categorically evident from the provision that there should be a dishonest inducement to deceive the person, which is not established by the 2nd respondent. It is the submission of the learned senior counsel that the private placement of debentures were not issued to the 2nd respondent by the petitioners or ITNL and the 2nd respondent has purchased the said....
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....as defined u/s 2 (2) of the TNPID Act. It is the further submission of the learned senior counsel for A-3 that the prescription made under sub-sections (2), (7) and (8) of Section 42 have been duly complied with by ITNL and, therefore, the issue could in no way be said to be a deposit raised from the public. 35. It is the further submission of the learned senior counsel for A-3 that G.O. Ms. No.1697, Home (Courts IIA) Dept., dated 24.12.1999, constituting EOWII specifically for the purpose of securing the money collected as deposits from public, on which defaults have been committed in repayment after maturity by non-banking financial companies and unincorporated financial institutions. The Government Order has clearly specified that the special wing is specifically constituted for the above purpose. However, ITNL, not being a non-banking financial company or a financial institution, which had collected money from the public, case cannot be investigated by the EOW-II, constituted for the aforesaid purpose. 36. Learned senior counsel appearing for A-3 drew the attention of this Court to the definition of 'deposit' under 2 (c) of the Companies (Acceptance of Deposits) Rules....
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.... Court to the various allegations raised by the Union Government against the entire IL & FS Group and submitted that only on account of the fact that all was not well with the conduct of the affairs of the group company, petition was moved by the Union Government before NCLT, in the interest of all the stakeholders in the group company, which necessitated in NCLT passing orders and pursuant to the said orders, the Board of the group was reconstituted with the appointment of members by the Union Government. 40. It is the further submission of the learned senior counsel that a specific averment is in the complaint filed by the Union of India pertaining to the affairs of the group companies under the IL & FS umbrella, whrein it has been stated that the suspended Directors constituted a Committee of Directors which was empowered to take decisions pertaining to the operations of the said companies, which clearly shows that the nomenclature in which the petitioners have been shown as non-executive directors is only for the purpose of wriggling out of any predicament, like the one, if arises and the real persons behind the affairs of the company were the petitioners. 41. It is the furth....
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....peration of all the other Acts would be driven to a backseat and, therefore, merely because investigation is being carried out by other agencies would not be a bar for the 1st respondent to continue with the investigation. 45. It is the further submission of the learned senior counsel that NCLT has made a specific observation in its order, where it is observed that the present Board is neither the promoters nor hold any equity. They are merely feasting on the public funds, which they have misutilised by drawing hefty packages for themselves. It is therefore the submission of the learned senior counsel that from the above observation of NCLT, it is categorically clear that the petitioners, under the garb of being the directors of the company, were enjoying the comforts on the public money, to the detriment of the public, which has invited the interference by the Government. It is therefore the submission of the learned senior counsel that the acts of the petitioners in acting in detriment to the welfare of the public by misutilising the public money, which has been received as deposits, definitely attracts the provisions of the TNPID Act. 46. It is the further submission of the le....
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.... of the Act would be equally proceedable, as trying to freeze the said investigation would, in effect, frustrate the said enactment. 49. Mr. Abdukumar Rajaratnam, learned counsel appearing for one another intervenor submitted that the definition of "deposit" u/s 2 (2) of the TNPID Act takes within its fold all the money deposited either in one lumpsum or by instalments with the Financial Establishment for a fixed period for interest or for return in any kind and it does not speak about the entity depositing the amount, be it in debentures or otherwise. Further, "Financial Establishment", as defined u/s 2 (3) of the TNPID Act clearly prescribes that any company, registered under the Companies Act, carrying on business of receiving deposits under any scheme or arrangement and, therefore, the mere fact that the deposit collected by ITNL being by way of debentures would in no way absolve ITNL of criminal culpability when the deposits have been collected by the company under the scheme of private placement. 50. Learned counsel placed heavy reliance upon the decision of the Hon'ble Apex Court in Iridium India Telecom Ltd. - Vs - Motorola Inc. & Ors. (2011 (1) SCC 74) and submitted ....
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....y held that the affairs of the company were held in total contravention of public interest and the Directors of the Company had hid and avoided possible defaults resulting in increasing indebtedness of the group companies. 55. It is the further submission of the learned counsel that even the credit rating companies had acted hand in glove with IL & FS and its subsidiary companies in inflating the credit worthiness of the group companies, which had resulted in SEBI taking penal action against the said credit rating companies. It is the submission of the learned counsel that only on account of the inflated credit worthiness, projected by the credit rating companies, at the instance of the petitioner and the group companies, the complainant was deceived to deposit in the group by purchasing the debentures and, therefore, the invocation of the provisions of the TNPID Act cannot be held to be bad. 56. Learned counsel drew the attention of this Court to the complaint filed by one of the depositors before the EOW, New Delhi, which has fructified in the registration of FIR in FIR No.0253 dated 6.12.2018 and submitted that the stand of the petitioners that investigation by SFIO will bar i....
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....orcement (2019 (9) SCC 24) xi) SFIO - Vs - Nittin Johari (2019 (9) SCC 165) xii) Helios & Matheson IT Ltd. - Vs - The State (2015 SCC OnLine Mad 7398) xiii) K.K.Baskaran - Vs - State (2011 (3) SCC 739) xiv) Viswapriya (India ) Ltd. - Vs - govt. of Tamil Nadu (W.P. No.14229/15 - Dated 5.8.15) 60. This Court paid its undiminished attention to the eloquent and elaborate submissions advanced by the respective learned senior counsel and the other learned counsel appearing for the parties and also paid its concerted attention to the materials referred to with regard to the said submissions and also the various decisions brought to the notice of this Court by the learned counsel in support of their vociferous and passionate submissions. 61. On a holistic and conscious consideration of the submissions put forth by the learned counsel on either side, the following issues emerge for consideration in these petitions :- i) Whether entrustment of investigation to SFIO by the Central Government u/s 212 of the Companies Act bars the jurisdiction of other investigating agencies to proceed with investigation into any matter concerning the affairs of the company. ii) Whether the defaul....
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....as already been initiated, it shall not be proceeded further with and the concerned agency shall transfer the relevant documents and records in respect of such offences under this Act to Serious Fraud Investigation Office. * * * * * * * * (17) (a) In case Serious Fraud Investigation Office has been investigating any offence under this Act, any other investigating agency, State Government, police authority, income-tax authorities having any information or documents in respect of such offence shall provide all such information or documents available with it to the Serious Fraud Investigation Office; (b) The Serious Fraud Investigation Office shall share any information or documents available with it, with any investigating agency, State Government, police authority or income-tax authorities, which may be relevant or useful for such investigating agency, State Government, police authority or income-tax authorities in respect of any offence or matter being investigated or examined by it under any other law." 65. Learned senior counsel for the petitioners drew the attention of this Court to the decision of the Hon'ble Apex Court in Serious Fraud Investigation Office - Vs - Ra....
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....icular period. The Statute has not prescribed any period for completion of investigation. The prescription in the instant case came in the order of 20.06.2018. Whether such prescription in the Order could be taken as curtailing the powers of SFIO is the issue." 66. It is to be pointed out that Chapter XXVII of the Companies Act, 2013, provides for establishment of Special Courts and offence triable by said Courts u/s 435 and 436 of the Companies Act. It is not in dispute that the complex nature of the economic transactions, due to digital explosion has led to financial ramifications, and any fraud or mala fide act committed by an entity, would have a cascading effect not only on the interest of the different types of investors, but also on the economic growth and stability of the country. 67. The Central Government, only with the far-sighted vision and also taking into account the complex web of the digital transactions that are being undertaken day-in and day-out, which has left only a digital trail, has thought it fit to form a comprehensive investigative unit, viz., the SFIO, which could probe into the affairs of the company and to that end, the investigative unit is clothed w....
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....overnment had set in motion investigation by assigning the case to the SFIO. In pursuance thereof, the Ministry of Corporate Affairs, has issued order in No.03/679/2018-CL.II (WR) dated 30.9.2018 in exercise of powers conferred u/s 212 (1) (a) and (c) of the Companies Act by assigning investigation to SFIO into the affairs of IL & FS and its subsidiary companies to be carried out by the officers of the Serious Fraud Investigation Office and vested on the persons to be assigned by the Director, SFIO, all powers to investigate into the affairs of the above mentioned company. From the above sequence of events, it is abundantly clear that the investigative mechanism has been mooted out under the Companies Act and other penal provisions and in such a backdrop, no other investigative agency is empowered to investigate into the affairs of IL & FS and its subsidiary companies for any offences under the Companies Act. 73. It is further to be pointed out that sub-section 17 (b) of Section 212 of the Companies Act pertains to continuance of investigation by any other investigating agency for offences relating to any other law. In fact, for such of those investigation relating to any other la....
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....he State or the Central Government. Therefore, it is clear that the power of SFIO in the matter of investigation is inclusive of all enactments in addition to the Companies Act, whereas the power of the other investigating agencies to investigate the matter is in exclusion to any issue under the Companies Act. Therefore, there exists a complete bar for other investigating agencies to investigate into the matter under the Companies Act once it is assigned to SFIO by the Central Government. Issue No.1 is answered accordingly. ISSUE NO.2 Whether the default committed by ITNL on account of non-payment of interest in view of the moratorium granted by NCLAT could be held against ITNL and the petitioners, thereby making them liable for penal prosecution under the TNPID Act. 76. It is the admitted case of the parties that prior to 15.10.2018, the date on which moratorium was granted by NCLAT, the 2nd respondent was in receipt of its dues on account of the debentures held by it. On and from the order passed by NCLAT granting moratorium, the interest to be paid on the debentures stood stayed and on and from 21.1.2019 disbursement towards the debentures was not honoured as is evident fro....
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....the 1st respondent has taken up investigation, the petitions for quashment of the said complaint have been filed on the ground that the provisions of the TNPID Act would not stand attracted to the case of ITNL and consequently no criminal liability can be fastened on the petitioners, as ITNL is not a "financial establishment" as defined u/s 2 (3) of the TNPID Act and the amounts received by way of debentures under the private placement scheme would not partake the character of "deposits" as defined u/s 2 (2) of the TNPID Act. 81. To address the above issues, it is necessary to have a careful perusal of the definition of "deposit" and "financial establishment" as defined u/s 2 (2) and 2 (3) of the TNPID Act, which are extracted hereunder :- "2. ......... (2) "deposit" means the deposit of money either in one lump sum or by instalments made with the Financial Establishment for a fixed period, for interest or for return in any kind or for any service; (3) "Financial Establishment" means an individual, an association of individuals, a firm or a company registered under the companies Act, 1956 (Central Act 1 of 1956) carrying on the business of receiving deposits under any schem....
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....up petition, invoking Section 74 (2) of the Companies Act, had filed petition before the Company Law Board seeking extension of time to repay. 86. On the above facts, which stood undisputed and borne out by record, the Division Bench, relying upon the ratio laid down by the Hon'ble Apex Court, held as under :- "58. Again, in paragraph 33, the Supreme Court held that while Section 58-A of the Companies Act prescribes the conditions under which deposits may be invited or accepted by the companies, the aim and object of the TNPID Act is totally different. The Court pointed out in paragraph 35 that the field occupied by the Companies Act was completely different from the field sought to be occupied by the TNPID Act. Therefore, it is clear that the appellant cannot now be heard to contend that in view of the nature of the business carried on by them, the provisions of the TNPID Act, 1997 are not attracted. 59. The same conclusion can be arrived at even by a different method. The definition of the expression "financial establishment" under Section 2(3) of the TNPID Act, 1997, after its amendment in 2003 reads as follows: Section 2 (3): "financial establishment" means an indi....
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..... 63. Either during the course of investigation or at the worse during the trial, the appellant can always establish that they never carried on the business of receiving deposits under any Scheme or Arrangement or in any other manner, so as to come within the purview of the definition of the expression "financial establishment" under Section 2(3) of the TNPID Act, 1997. The FIR cannot be quashed on the basis of an assertion in an affidavit filed before the Court that the appellant is not carrying on the business of receiving deposits. The Investigating Officer has found at least prima facie (i) that the appellant had engaged the services of 8 or 9 finance brokers, and (ii) that through them and even directly, the appellant had collected deposits from about 6540 depositors throughout the country, to the total tune of more than Rs. 55 Crores." 87. From the above, it is implicitly clear that on the facts predicated upon, which clearly showed that the company was into banking and financial service and was receiving deposits from the public, the Division Bench held that the definition of "financial establishment" found in Section 2 (3) of the TNPID Act would stand attracted to the co....
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.... provides for private placement and under which the private placement scheme was floated are extracted hereunder for better understanding and appreciation :- "42. Offer or invitation for subscription of securities on private placement.-(1) Without prejudice to the provisions of section 26, a company may, subject to the provisions of this section, make private placement through issue of a private placement offer letter. (2) Subject to sub-section (1), the offer of securities or invitation to subscribe securities, shall be made to such number of persons not exceeding fifty or such higher number as may be prescribed, [excluding qualified institutional buyers and employees of the company being offered securities under a scheme of employees stock option as per provisions of clause (b) of sub-section (1) of section 62], in a financial year and on such conditions (including the form and manner of private placement) as may be prescribed. * * * * * * * * (ii) "private placement" means any offer of securities or invitation to subscribe securities to a select group of persons by a company (other than by way of public offer) through issue of a private placement offer letter and which s....
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....ent or certificate signed by the authorized officers of a company acknowledging money lent and guaranteeing repayment with interest and creating security on the assets of the company for due performance of its obligation. 96. Monies have been borrowed by the company from a select few persons by issuance of debentures, which has ultimately landed on the lap of the 2nd respondent. There may have been manipulation of credit ratings by the petitioners and ITNL for gains, but those are under investigation by SFIO and this Court cannot give any affirmative opinion on the same. But, it could safely be concluded, on the materials available before this Court, that the private placement scheme floated by ITNL for issuance of debentures cannot be said to be deposits as defined u/s 2 (2) of the TNPID Act. Neither ITNL nor the petitioners have caused any advertisement soliciting deposits from the public to invest in ITNL. The issuance of debentures are purely on private placement basis and following the provisions envisaged for floating the scheme under private placement. 97. The Information Memorandum, which forms part of the typed set of documents clearly portrays that what is circulated am....
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....so the details found in their website. The learned single Judge, adverting to materials found in the website of the appellant therein, has come to the conclusion that the company was involved in accepting deposits and would therefore squarely fall within the ambit of "financial establishment" and the amounts having been received from the public, the same would be "deposit" as defined under the TNPID Act. 100. However, in the case on hand, no material whatsoever is placed before this Court by the learned counsel for the intervenors to impress upon this Court that ITNL was in the business of receiving deposits from public and was involved in banking and financial services, except for voracious arguments to justify that the act of ITNL would fall within the broad parameters of banking and financial service to attract the definition of "financial establishment". There is no whisper in any of the material placed before this Court that deposits were accepted from public by ITNL and even it is the case of the intervenors that what they have purchased from Trust Capital is debentures, which were floated on private placement basis by ITNL to a select few, as per the mandate of Section 42 o....
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....wever, the stand of the 2nd respondent is that the debentures through which monies were mobilised by ITNL are not exclusively used by ITNL and that it has been spread over all the group companies and that it is not the case of the petitioners and ITNL that the group companies were/are not into finance and banking and, therefore, citing the information memorandum, which shows ITNL to be an infrastructural road project company and expanding into surface transportation is only a cloak with which ITNL is trying to cover its finance and banking activities. 104. This Court is oblivious of the fact that the amount involved in the present case is to the tune of more than Rs. 91,000 Crores, which was the reason the Central Government had invoked its powers and changed the members on the Board by filing appropriate petitions before NCLT. Further, the materials placed in that regard not only entailed NCLT to accede to the request for replacement of persons on the Board of the group companies, but equally, NCLAT had also granted moratorium so as to safeguard whatever resources were in the coffers of the said group companies. It is also to be noted at this juncture that due to the enormity of ....
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.... business of receiving deposits from public as provided u/s 2 (3) of the TNPID Act and, therefore, ITNL cannot be said to be a company fulfilling the requirements of Section 2 (3) of the TNPID Act to be adjudged as a "financial establishment". 108. Further a perusal of the statement of objects and reasons leading to the enactment of the TNPID Act clearly delineates that due to the mushrooming growth of financial establishments not covered by the Reserve Bank of India Act, 1934 and with the sole object of grabbing money received as deposits from the public, mostly middle class and poor, on the promise of unprecedented high rates of interest and without any obligation to refund the deposits to investors on maturity, acts were being perpetrated, which crystallized in the need for an enactment to safeguard the interest of the poor and middle class people resulting in the enactment of TNPID Act by the State. 108. From the above objects and reasons for enactment, it is predominantly clear that the State was intent upon safeguarding the middle class and poor from the clutches of the money grabbers under the guise of higher interest rates. Not that the State was not inclined towards the ....
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....s the acts of ITNL are in no way within the parameters codified under the TNPID Act. Therefore, this Court is of the firm and clear opinion that TNPID Act is not applicable to the present case and the act of ITNL relating to issuance of debentures under the private placement scheme cannot be termed to be receipt of deposit from public and, therefore, the consequential registration of the case for investigation by the 1st respondent against ITNL and the petitioners herein is beyond its legal dominion and, necessarily the crime registered against the petitioners and ITNL deserves to be quashed. Issue Nos. 3 and 4 are answered accordingly. 111. This Court has quashed Crime No.13 of 2020 only as against ITNL and the petitioners and this Court is not expressing any opinion relating to the registration of the crime as against IL & FS, which is arrayed as A-2 in the FIR in Crime No.13 of 2020 and it is made clear that this Court has dealt only with the debentures issued under the private placement scheme by ITNL, which is alleged to have been purchased by the intervenors and whether the said debentures could be held to be a "deposit" and whether ITNL could be held to be "financial establ....
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....ous orders passed by the Tribunal at the interference of the Central Government clearly show that all is not well with IL & FS and its group companies and also the persons, who were manning the said companies, of which the petitioners also formed a part then. Though the petitioners had come out of the post of Directors, it is not to be forgotten that the action by the Central Government in filing petition before the NCLT and ordering of investigation by SFIO clearly show the economic imbalance which the group companies had created in derailing the economy of the country. Finding has been rendered by NCLT that the petitioners were within the Committee of Directors who were at the helm of affairs in running IL & FS and its group companies. This Court, by quashing the case relating to TNPID Act, by no stretch, is giving a clean chit to the petitioners herein, as persons who are beyond a pale of doubt. This Court has only quashed the case against the petitioners on the ground that the investigation under the TNPID Act by the 1st respondent is not sustainable for the reasons and discussions aforesaid. 115. The petitioners, as the Committee of Directors, have created aeconomic crisis fo....