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2000 DIGILAW 215 (BOM)

Anil Chemicals and Industries Limited and another v. Union of India and others

2000-03-29

B.H.MARLAPALLE, D.S.ZOTING

body2000
JUDGMENT - B.H. MARLAPALLE, J.:---The petitioner which is registered as company under the Companies Act, 1956, was issued demand notice dated 17th February, 1999 by the respondent No. 3 Corporation claiming to be a notice under section 29 of the State Financial Corporations Act, 1951 (the Act, for short). The petitioner approached the Civil Court in Regular Civil Suit No. 302 of 1999 against the said notice. The trial Court, by an order dated 24th March, 1999 had granted conditional order of injunction in favour of the petitioners. The respondent No. 3, therefore, filed Misc. Civil Appeal No. 88 of 1999 which was allowed by an order dated 2nd March, 2000 and the interim injunction came to be vacated. 2. In the instant petition, a declaration has been sought to the effect that the provisions of sections 29 and 31 of the Act are not applicable to the respondent No. 3 Corporation and the notification issued by the Government of India under section 46 of the Act ceases to be operative in favour of respondent No. 3 after it changed its character. It is submitted by the learned Counsel for the petitioner that though initially the State Industrial and Investment Corporation of Maharashtra Limited was a State Financial Corporation, it changed its character of State owned Corporation, after the share holding of the State Government was diluted and the Memorandum of Association as well as Articles of Association were amended sometimes in the year 1994 and in the new form the respondent No. 3 has become a private body and it ceased to be State Financial Corporation. 3. A copy of the Civil Suit filed has been brought on record and one of the grounds for challenge against the notice before the Civil Court (Para 21) is exactly the same as is the grievance raised before this Court. The said suit is still pending. The learned Counsel for the petitioner made a statement across the Bar that they would undertake to withdraw the said suit. However, the fact remains that as on today the suit is pending. 4. The said suit is still pending. The learned Counsel for the petitioner made a statement across the Bar that they would undertake to withdraw the said suit. However, the fact remains that as on today the suit is pending. 4. The respondent No. 3, in its affidavit in reply, has contended that in (Writ Petition No. 4835 of 1999)1, filed before this Court the Government of Maharashtra had filed an affidavit in reply and it clarified its position stating therein that the respondent No. 3 is a Government company being governed by the provisions of the Act and the State has specifically denied that the respondent No. 3 has ceased to be a company established by the State. The Government of Maharashtra also admitted that the notification issued by the Government of India is applicable to SICOM Limited, respondent No. 3, in the said affidavit. In (S.L.P. No. 1096 of 2000, decided on 31-1-2000)2, a similar question was raised regarding the applicability of section 29 of the said Act to SICOM and other financial institutions. A copy of the S.L.P. has been brought on record and we may usefully reproduce the relevant questions of law raised before the Apex Court : (i) Whether the public institution which does not provide for more than 50 percent of the paid up share capital held by the Central Government can be termed to be a Public Financial Corporation as envisaged, under section 4-A of the Companies Act, 1960? (ii) What is the true and correct scope and purport of section 29 of the State Financial Corporation Act, 1951? (iii) When the State Government decides to disburse its share capital invested in the Public Financial Corporation and the share capital of such Corporation is distributed and reduced to minimum prescribed in contravention to the provisions of section 4 of the State Financial Corporation Act, whether such a Corporation would be Financial Corporation as incorporated under section 3 of the State Financial Corporation Act, 1951? (iv) Whether the share capital that may be allocated to the party referred to in Clause 'd' of section 4 of the State Financial Corporation Act, 1951 can exceed 25% of the total number of share and in such a case the Corporation would loose its identity of being the State Financial Corporation? 5. (iv) Whether the share capital that may be allocated to the party referred to in Clause 'd' of section 4 of the State Financial Corporation Act, 1951 can exceed 25% of the total number of share and in such a case the Corporation would loose its identity of being the State Financial Corporation? 5. It is pertinent to note that the respondent No. 3 as well as the State of Maharashtra through the Secretary of Department of Industries, Government of Maharashtra were impleaded as party respondents in the said S.L.P. By an order dated 31 January, 2000, the S.L.P. came to be dismissed by the Supreme Court. 6. The contention raised in this petition are on the lines of the questions of law raised before the Supreme Court in the above referred S.L.P. The affidavit filed by the State of Maharashtra before this Court in Writ Petition No. 4835 of 1999 is clear on supporting the stand of the respondent No. 3 Corporation that it is a State Financial Corporation and it is covered by the notification issued under section 46 of the Act by the Government of India. 7. Under the circumstances, the declaration sought for does not require to be gone into and there is no reason for us to entertain the petition at this juncture. The petition is, therefore, summarily rejected. Petition dismissed. -----