Case: Ajit R. Kapadia Vs JaiPrakash Associates Ltd. and Ors.. Company Law Board
| Judges | Vimal Yadav, Member |
| Issue | Company Law |
| Citation | [2010] 158 CompCas 159 (CLB) |
| Judgement Date | May 28, 2010 |
| Court | Company Law Board |
Order:
Vimal Yadav, Member
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In this order I am considering Company 1 Petition No. 8/111/2008 filed by Shri Ajit R. Kapadia (the petitioner) against M/s. Jaiprakash Associates Ltd. and Ors. (the respondents) Under Section 111 of the Companies Act, 1956 (hereinafter referred to as "the Act") wherein the petitioner has sought reliefs that the 5,400 shares of respondent No. 1 company be transferred in the name of the petitioner; respondent No. 1 and respondent No. 2 be directed to rectify the register of members and name of the petitioner be recorded in the register of members of respondent No. 1 company in place of respondent No. 3 to respondent No. 16; if any benefit/ shares accrued in the past and or due against the concerned shares in dispute, that be given to the petitioner and respondents Nos. 1 and 2 be directed to bear all costs incurred by the petitioner in the litigation.
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The petitioner's case is that on June 25, 1996, the petitioner purchased 2 5,600 shares of respondent No. 1 from the open market. In the year 1994 the petitioner, an employee in the Western Railway, was transferred to Ahmedabad. During his stay at Ahmedabad the petitioner contacted a broker to sell the above 5,600 shares of J.P. Industries, but he was informed that the transfer deeds are outdated and are required to be revalidated for transfer in his name and only after that the petitioner can sell them. Accordingly, the petitioner kept the transfer deeds separate for their revalidation. But unfortunately due to the disastrous earthquake, the house of the petitioner collapsed and so many valuable article/documents were lost. The original share certificates which were in the bank locker were safe. In November, 2003 the petitioner left his job in the Railways. He approached the investor service department of the Bombay Stock Exchange where he was informed that he should lodge a police complaint report for loss of transfer deeds. The petitioner went to Ahmedabad and on November 25, 2003, lodged a complaint with P.S. Navrangpura, Ahmedabad. On December 1, 2003, the petitioner wrote a letter to the Jaiprakash Industries Ltd., for transferring the 5,600 shares in his name along with the copy of police complaint, bills of purchase and delivery note. The petitioner personally and his representative also visited the office of the company at Delhi. In the year 2004 the Jaiprakash Industries Ltd., was amalgamated with its wholly owned subsidiary, Jaypee Cement Ltd.,and the name of Jaypee Cement Ltd., was changed to Jaiprakash Associates Ltd. (JAL) after amalgamation. On March 24, 2004, in response to the letter dated December 1, 2003, the company under the new name replied to the petitioner, requiring ownership proof of shares by way of broker note of a member of a recognised stock exchange and to get injunction order from the court of competent jurisdiction. It was also informed that the company's name has been changed to Jaiprakash Associates Ltd., and one equity share of Rs. 10 at par in JAL for each equity share held in Jaiprakash Industries Ltd. (JIL) on the record date, i.e., March 30, 2004. Since the petitioner was not registered as a shareholder in their record they shall not be able to hold the new share certificate without any injunction order before the record date. The petitioner wrote a letter to the company on March 31, 2004, mentioning his grievance and requesting to protect his interest and to withhold the new shares. This letter was not replied to by respondent No. 1 company. On June 27, 2004, the petitioner again wrote a letter to respondent No. 1 requesting to provide the necessary details and procedure to be followed to get the shares registered in his name. Because of the harassment, the petitioner wrote a complaint to the SEBI, Mumbai on July 19, 2004. The same was replied by respondent No. 1...
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