JUDGMENT
V.K. Singhal, J.
1. This petition under Section 482 of the Criminal Procedure Code, 1973, has been filed against the action which is being taken by Rahul Agrawal, son of Shri Raj Kumar Agrawal, r/o 22, Sitaram Bazar, Brahmpuri, against the petitioner-company and its chairman and directors.
2. The facts of the case are that Rahul Agrawal, s/o. Shri Raj Kumar Agrawal, named above, filed a complaint in the Court of the Special Judge, Economic Offences, in respect of transfer of 100 shares having share certificate No. 25308 which was sent to the company and which according to the complainant were sent by the said company after transferring to some other person. The trial court took cognizance of the offence and notices were issued to the accused petitioner. In the present case, the petitioner is a company which has come with a plea that the said shares were sent after transfer to Rahul Agrawal, son of (not known), B-4, Durga Path, behind Jain Clinic, Ambabari. It appears that the said Rahul Agrawal was not the real owner and the person having interest in the said share sold the said share to the Canara Bank (trustee) of Can Bank Mutual Fund. On the statement so given notice was issued by this court to Rahul Agrawal, son of (not known), Durga Path, behind Jain Clinic, Ambabari, Jaipur, and to the Canara Bank as well. The notices were served on Rahul Agrawal on whose behalf Shri Ajay Agrawal appeared on March 7, 1995, and one week’s time was prayed for and the time was given. The case was listed on March 14, 1995, when again seven days time was sought. The notices were directed to be issued to the chairman, SEBI, as well. On April 7, 1995, no one appeared on behalf of Ajay Agrawal/Rahul Agrawal and because it was stated by Ajay Agrawal that Rahul Agrawal is a minor and his entire work is being looked after by him, bailable warrants were issued on April 7, 1995, to Shri Ajay Agrawal. Shri Ajay Agrawal appeared on April 24, 1995, and submitted that the shares in dispute were not received by him and have not been sent after transfer, to him. He was directed to file the reply duly supported by an affidavit before the next Monday. No one has appeared on his behalf. The Canara Bank was served on February 13, 1995, and in spite of service no one has appeared on their behalf.
3. The arguments of learned counsel for both the parties have been heard. The provisions of Section 116 of the Companies Act provides that if any person deceitfully personates, an owner of any share of interest in a company, or of any share warrant or coupon issued in pursuance of this Act, and thereby obtains or attempts to obtain any such shares or interest or any such share warrant or coupon, or receives or attempts to receive any money due to any such owner, he shall be punishable with imprisonment for a term which may extend to three years and shall also be liable to fine.
4. A contention has been raised by learned counsel for the respondents and also appears to be duly supported by the argument of the learned counsel for the petitioner that the respondent, Rahul Agrawal, son of Shri Raj Kumar Agrawal, has sold the shares by transfer to the petitioner-company. The petitioner-company has despatched those shares to another Rahul Agrawal and this may be because of the reason that the names of both the persons were common. It is stated by Mr. Kuhad that 200 shares were sent by Rahul Agrawal, son of Raj Kumar Agrawal, and 100 shares were sent by another Rahul Agrawal. In the transfer forms, the name of father was not given by the second Rahul Agrawal and, therefore, so far as 100 shares of Rahul Agrawal, son of Raj Kumar Agrawal are concerned, they were correctly sent and the other 100 shares of Rahul Agrawal whose father’s name is not known were also correctly sent. It was the third share certificate of 100 shares which was by mistake sent to Rahul Agrawal, son of (not known). It is submitted that the action of the petitioner was bona fide and mistake has occurred on account of father’s name not being given.
5. When this fact was brought to the notice of the petitioner-company, the company informed Rahul Agrawal, son of Raj Kumar Agrawal, to collect 100 shares from the other Rahul Agrawal, son of (not known) and, on being contacted, he refused.
6. The action of the petitioner-company appears to be a bona fide one. The only mistake which has been committed is that the staff of the company has not been careful in not despatching the share certificates to the address given to the petitioner. The limitation which has been prescribed under Section 113 of the Companies Act has, therefore, expired. In these circumstances, the petitioner is directed to make a payment of Rs. 500 by way of compensation to Rahul Agrawal. The dividends rights or bonus, if any, which have been issued from the date of purchase and despatching it, to the company by the respondent till date, the said benefit should also be given to the respondent. The petitioner shall also assist in providing the necessary documents or other information which may be required in the court below. Compliance with this order by the petitioner shall be made within a period of one month from today.
7. The information with regard to documents which are required to be submitted by the respondent, Rahul Agrawal, son of Raj Kumar Agrawal, would be given by learned counsel for the petitioner and he will send the same to the company which may be delivered within a period of 30 days from the date of receipt of the communication from the respondent.
8. The Canara Bank have not appeared in spite of service of notices. In view of the fact as stated above, it is directed that the said bank would surrender the original certificates if it is lying with them.
9. The share certificate No. 25308 shall be cancelled by the petitioner-company and a duplicate share certificate would be issued to the respondent, Rahul Agrawal, son of Raj Kumar Agarwal within forty-five days from today.
10. The trial court would take cognizance against Rahul Agrawal and Ajay Agrawal. The action against the witnesses would be taken if it is found that Ajay Agrawal has signed in the name of Rahul Agrawal. The action under Section 116 of the Companies Act may also be taken against the persons who are responsible for the said act of impersonation provided under the Act. So far as the petitioners are concerned, no further proceedings would be taken, against them. A copy of this order be sent to the chairman, SEBI, who may formulate the proper guidelines for protection/benefit of shareholders. The proceedings against the petitioner shall stand dropped.
11. The criminal miscellaneous petition stands disposed of in accordance with the directions given above.