LexThe Pulgaon Cotton Mills Limited (Acquisition of Shares) Act, 1982
Maharashtra · state statute
Open in Lexace · Ask the AI about this act1982 : Mah. XXXIV] 1
THE PULGAON COTTON MILLS LIMITED
(ACQUISITION OF SHARES) ACT, 1982
[Text as on 18th April 2024]
________________
CONTENTS
PREAMBLE.
SECTIONS.
CHAPTER I
PRELIMINARY
1. Short title and commencement.
2. Definitions.
CHAPTER II
ACQUISITION OF SHARES OF THE COMPANY
3. Transfer and vesting of shares of the Company in the State Government.
4. Payment of amounts.
5. Appointment of Commissioner of Payments.
6. Payment by the State Government to the Commissioner.
7. Claims to be made to the Commissioner.
8. Examination of claims.
9. Admission or rejection of claims.
10. Disbursement of money by the Commissioner to claimants.
11. Undisbursed or unclaimed amount to be deposited to the general revenue account.
12. Power of inspection.
13. Power of Commissioner to inquire into dispute as to amount.
14. Deposit of amount in Court.
CHAPTER III
MISCELLANEOUS
15. Act to have over-riding effect.
16. Penalties.
17. Offences by companies.
18. Limitation of cognizance of offences.
19. Power to make rules.
20. Power to remove difficulties.
21. Repeal and saving.
2 The Pulgaon Cotton Mills Limited (Acquisition [1982 : Mah. XXXIV
of Shares) Act, 1982
1982 : Mah. XXXIV] The Pulgaon Cotton Mills Limited (Acquisition 3
of Shares) Act, 1982
MAHARASHTRA ACT No. XXXIV OF 19821
[THE PULGAON COTTON MILLS LIMITED (ACQUISITION OF SHARES) ACT, 1982.]
[This Act received the assent of the President on 13th October 1982; assent was first published, in the
Maharashtra Government Gazette, Part IV, on the 14th October 1982.]
An Act to provide for the acquisition of shares of the Pulgaon Cotton Mills Limited, with a view
to securing proper management of the affairs of the company and the continuity and
development of the production of articles which are vital to the needs of the general public and
for matters connected therewith, or incidental thereto.
WHEREAS Messrs. Pulgaon Cotton Mills Limited, 59, Apollo Street, Bombay, are engage in the
manufacture and production of cotton fabrics at its mills at Pulgaon, in Wardha District, which are vital
to the needs of the general public ;
AND WHEREAS the Central Government by its Notification in the Ministry of Industries
(Department of Industrial Development), No. S. O. 753 (E)/18AA/IDRA/76, dated the 25 th November
1976, has taken over the indu strial undertaking for management under section 18AA of the Industries
(Development and Regulation) Act, 1951 (LXV of 1951) ;
AND WHEREAS large scale modernisation programmes have been chalked out for the
undertaking for making it a completely viable unit and whereas the State Bank of India and the
Financial Institutions have advanced considerable sums to the company and a major portion of the
loans sanctioned by the Financial Institutions for the modernisation programmes has been guaranteed
by the State Government ;
AND WHEREAS the State Government has also advanced a sum of Rs. 25.00 lakhs for the unit ;
AND WHEREAS it is essential to maintain the volume of production as well as the level of
employment in the industry ;
AND WHEREAS further investment of large sums of money is necessary for the maintenance
and development of the production of the undertakings of the industry and for securing the proper
management of the affairs of the industry ;
AND WHEREAS acquisition of the shares of the company by the State Government for having
an effective control over the affairs of the company was necessary in the public interest to enable it to
make the investments aforesaid ;
AND WHEREAS both Houses of the State Legislature were not in session ;
AND WHEREAS the Governor of Maharashtra was satisfied that circumstances existed which
rendered it necessary for him to take immediate action to make a law for the purposes aforesaid; and,
therefore, promulgated the Pulgaon Cotton Mills Li mited (Acquisition of Shares) Ordinance, 1982
(Mah. Ord. XI of 1982) on the 24th August 1982 ;
AND WHEREAS it is expedient to replace the said Ordinance by an Act of the State Legislature ;
It is hereby enacted in the Thirty-third Year of the Republic of India as follows :—
CHAPTER I
PRELIMINARY
1. Short title and commencement. — (1) This Act may be called the Pulgaon Cotton Mills
Limited (Acquisition of Shares) Act, 1982.
(2) It shall be deemed to have come into force on the 24th day of August 1982.
2. Definitions.— In this Act, unless the context otherwise requires,—
(a) “appointed day” means the date of commencement of this Act;
1 For Statement of Objects and Reasons of the L. A. Bill No. XXXIX of 1982 , see Maharashtra Government Gazette ,
1982, Extraordinary, Part V, at Pages 352-353.
4 The Pulgaon Cotton Mills Limited (Acquisition [1982 : Mah. XXXIV
of Shares) Act, 1982
(b) “bank” means a banking company within the meaning of the Banking Regulation Act,
1949 (X of 1949) ;
(c) “Commissioner” means the Commissioner of Payments appointed under section 5 ;
(d) “Company” means Messrs. Pulgaon Cotton Mills Limited, being a company within the
meaning of the Companies Act, 1956 (I of 1956), and having its registered office at 56, Apollo
Street, Bombay 400 023, in the State of Maharashtra ;
(e) “share” means share in the capital of the Company, and includes a share pledged by any
shareholder with any bank or other creditor;
(f) “shareholder” means,—
(i) a person who, immediately before the appointed day, was registered by the
company as the holder of any share, and includes his legal representative ; or
(ii) a person who, before the appointed day, had lodged with the Company a proper
instrument of tran sfer of any share in the form prescribed under section 108 of the
Companies Act, 1956 (I of 1956), and executed in accordance with the provisions of that
section ; or
(iii) a person who claims under a proper instrument of transfer of any share in the form
prescribed under section 108 of the Companies Act, 1956 (I of 1956), and delivers such
instrument to the Commissioner, duly executed, on or before such date as the State
Government may, by notification in the Official Gazette, specify in this behalf;
(g) "specified date" means such date as the State Government may, for the purpose of any
provision of this Act, by notification in the Official Gazette, specify and different dates may be
specified for different provisions of this Act;
(h) words and expressio ns used herein and not defined, but defined in the Companies Act,
1956 (I of 1956), shall have the meanings respectively assigned to them in that Act.
CHAPTER II
ACQUISITION OF SHARES OF THE COMPANY
3. Transfer and vesting of shares of the Company in the State Government.— (1) On the
appointed day, all the shares of the Company, except those held by the financial institutions like the
State Industrial Development Corporation of Maharashtra, the Maharashtra State Financial
Corporation, the State Bank of Ind ia or the Life Insurance Corporation of India shall, by virtue of this
Act, stand transferred to, and vest in, the State Government.
(2) The State Government shall be deemed, on and from the appointed day, to have been
registered in the register of member s of the Company as the holder of each share which stands
transferred to, and vested in it, by virtue of the provisions of sub-section (1).
(3) All the shares which have vested in the State Government under sub -section ( 1), shall, by
force of such vesting, be freed and discharged of all trusts, liabilities, obligations, mortgages, charges,
liens and other encumbrances affecting them, and any attachment, injunction or any decree or order of
the Court, tribunal or other auth ority restricting the use of such shares in any manner, shall be deemed
to have been withdrawn.
(4) For the removal of doubts, it is hereby declared that the provisions of sub -sections (1) and (2)
shall not be deemed to affect—
(a) any right of the Company subsisting, immediately before the appointed day, against any
shareholder to recover from such shareholder any sum of money on the ground that the
shareholder has not paid or credited to the Company the whole or any part of the v alue of the
shares held by him, or on any other ground whatsoever, or
(b) any right of the shareholder subsisting, immediately before the appointed day, against
the Company to receive any dividend or other payment due from the Company.
1982 : Mah. XXXIV] The Pulgaon Cotton Mills Limited (Acquisition 5
of Shares) Act, 1982
4. Payment of amounts.— (1) For the transfer to, and vesting in, the State Government, under
section 3, of the shares of the Company, there shall be given by the State Government to the
shareholders of the Company, in cash and in the manner specified in section 6, an amount of rupees
four per share.
(2) The amount referred to in sub-section (1) shall carry simple interest at the rate of four per cent
per annum for the period commencing on the appointed day and ending on the date on which payment
of such amount is made by the State Government to the Commissioner.
5. Appointment of Commissioner of Payments. — (1) The State Government shall, for the
purpose of disbursing the amounts payable to the shareholders of the Company under section 4, by
notification in the Official Gazette, appoint a Commissioner of Payments.
(2) The State Government may appoint such other persons as it may think fit to assist the
Commissioner and thereupon the Commissioner may authorise one or more of such persons also to
exercise all or any of the po wers exercisable by him under this Act, and different persons may be
authorised to exercise different powers.
(3) Any person authorised by the Commissioner to exercise any of the powers exercisable by the
Commissioner may exercise these powers in the same manner and with the same effect as if they have
been conferred on that person directly by this Act, and not by way of authorisation.
(4) The salaries and allowances of the Commissioner and other persons appointed under this
section shall be defrayed out of the Consolidated Fund of the State.
6. Payment by the State Government to the Commissioner. — (1) The State Government
shall, within thirty days from the specified date, pay, in cash, to the Commissioner, for payment to the
shareholders of the Company —
(a) an amount equal to the amount specified in sub-section (1) of section 4, and
(b) an amount equal to the amount determined under sub-section (2) of section 4.
(2) A deposit account shall be opened by the State Government in favour of the Commissioner, in
the Public Account of the State, and every amount paid under this Act to the Commissioner shall be
deposited by him to the credit of the said deposit account and the said deposit account shall be operated
by the Commissioner.
(3) The interest accruing on the amount standing to the credit of the deposit account referred to in
sub-section (2), shall ensure to the benefit of the shareholders of the Company.
7. Claims to be made to the Commissioner. — Every shareholder, having a claim in relation to
any share acquired by this Act, shall prefer such claim before the Commissioner within thirty days
from the specified date :
Provided that if the Commissioner is satisfied that the claimant was prevented by sufficient cause
from preferring the claim within t he period of thirty days, he may entertain the claim within a further
period of thirty days and not thereafter.
8. Examination of claims. — On receipt of the claims made under section 7, the Commissioner
shall examine the claims in relation to each share.
9. Admission or rejection of claims. — (1) After examining the claims, the Commissioner shall
fix a certain date on or before which every claimant shall file the proof of his claim.
(2) Not less than fourteen days' notice of the date so fixed shall be g iven by advertisement in one
issue of such daily newspaper in the English language, in one issue of such daily newspaper in the
Marathi language and in one issue of such daily newspaper in any other regional language as the
Commissioner may consider suitab le, and every such notice shall call upon every claimant to file the
proof of his claim with the Commissioner within the time specified in the advertisement.
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of Shares) Act, 1982
(3) Every claimant, who fails to file the proof of his claims within the time specified by the
Commissioner, shall be excluded from the disbursements made by the Commissioner.
(4) The Commissioner shall, after such investigation as may, in his opinion, be n ecessary and
after giving the Company an opportunity of refuting the claim and after giving the claimant a
reasonable opportunity of being heard, in writing, admit or reject the claim in whole or in part.
(5) The Commissioner shall also decide any dispute as to the person or persons who are entitled
to the amount and any dispute as to who are the legal representatives of any deceased claimant.
(6) The Commissioner shall have the power to regulate his own procedure in all matters arising
out of the discharge of his functions, including the place or places at which he will hold his sittings and
shall, for the purpose of making an investigation under this Act, have the same powers as are vested in
a Civil Court under the Code of Civil Procedure, 1908 (V of 1908), while trying a suit, in respect of the
following matters, namely :—
(a) the summoning and enforcing the attendance of any witness and examining him on oath;
(b) the discovery and production of any document or other material object producible as
evidence ;
(c) the reception of evidence on affidavits ;
(d) the issuing of any commission for the examination of witnesses.
(7) Any investigation before the Commissioner shall be deemed to be a judicial proceeding within
the meaning of sections 193 and 228 of the Indian Penal Code (XLV of 1860), and the Commissioner
shall be deemed to be a Civil Court for the purposes of section 345 and Chapter XXVI of the Code of
Criminal Procedure, 1973 (II of 1974).
(8) A claimant, who is dissatisfied with the decision of the Commissioner, may prefer an appeal
against the decision to the Bombay City Civil Court, within the local limits of whose jurisdiction the
registered office of the Company is situated.
10. Disbursement of money by the Commissioner to claimants. — (1) After admitting a claim
under this Act the amount due in respect of each share acquired by virtue of this Act shall be paid by
the Commissioner at the rate of rupees four per share to the person or persons to whom such sums are
due, and on such payment, the liability of the State Government in respect of the share so acquired
shall stand discharged.
(2) The Commissioner shall also apportion amongs t the shareholders, the amount paid to him by
way of interest under sub -section (3) of section 6, and such apportionment shall be made on the basis
of the amount due to each shareholder.
11. Undisbursed or unclaimed amount to be deposited to the general revenue account.— Any
money paid to the Commissioner which remains undisbursed or unclaimed on the date immediately
preceding the date on which the office of the Commissioner is finally wound up, shall be transferred by
the Commissioner, before his office is finally wound up, to the general revenue account of the State
Government; but a claim to any money so transferred may be preferred to the State Government by the
person entitled to such payment and shall be dealt with as if such transfer had not been made, the order,
if any, for payment of the claim being treated as an order for the refund of revenue.
12. Power of inspection. — For the purposes of ascertaining whether any person claiming
payment under this Act is entitled thereto, the Commissioner shall have the right to —
(a) require any person, having the possession, custody or of control of any register or record
of the Company, to produce such register or record before the Commissioner ;
(b) require any person to make any statement or furnish any information which may be
required by the Commissioner.
1982 : Mah. XXXIV] The Pulgaon Cotton Mills Limited (Acquisition 7
of Shares) Act, 1982
13. Power of Commissioner to inquire into dispute as to amount. — Where there is any
dispute as to the person or persons who are entitled to an y amount payable under this Act (including
any dispute as to who are the legal representatives of any deceased claimant to the amount), the
Commissioner may, after making such inquiry as he may deem fit, make the payment to such persons
as appears to him to be best entitled to receive the amount:
Provided that if the Commissioner is unable to determine as to who is the person entitled to the
amount and considers that the matter could more appropriately be dealt with by a Civil Court, he may
refer such dispute to the Bombay City Civil Court, whose decision thereon shall be final:
Provided further that nothing contained herein shall affect the liability of any person, who may
receive the whole or any part of the amount allowed under this Act, to pay the same to the person
lawfully entitled thereto.
14. Deposit of amount in Court.— Where any dispute has been referred under section 13 by the
Commissioner to the Bombay City Civil Court, he shall deposit the amount in that court.
CHAPTER III
MISCELLANEOUS
15. Act to have over -riding effects. — The provisions of this Act shall have effect
notwithstanding anything inconsistent therewith contained in any law, other than this Act, or in any
instrument having effect by virtue of any law other than this Act.
16. Penalties.— If any person—
(a) makes any claim for any payment under this Act, knowing or having reason to believe
that such claim is false or without any basis; or
(b) when required under this Act so to do,—
(i) omits or fails to produce any register or record of the Company ; or
(ii) makes any statement or furnishes any information which is false in any material
particular and which he knows or believes to be false or does not believe to be true ; or
(c) makes any such statement as aforesaid in any book, account, record, register or other
document,
he shall, on conviction, be punished with imprisonment for a term which may extend to two
years, or with fine which may extend to two thousand rupees, or with both.
17. Offences by companies. — (1) Where an offence under this Act has been committed by a
company, every person who, at the time the offence was committed, was in charge of, and was
responsible to, the company for the conduct of the business of the company, as well as the company,
shall be deemed to be guilty of the offence and shall be liable to be proceeded against and punished
accordingly :
Provided that nothing contained in this sub -section shall render any such person liable to any
punishment, if he proves that the offence was committed without his knowledge or that he had
exercised all due diligence to prevent the commission of such offence.
(2) Notwithstanding anything contained in sub -section (1), where any offence under this Act has
been committed with the consent or connivance of, or is attributable to any neglect on the part of, any
director, manager, secretary, or other officer, such director, manager, secretary or other officer shall be
deemed to be guilty of that offence and shall be li able to be proceeded against and punished
accordingly.
Explanation.— For the purposes of this section,—
8 The Pulgaon Cotton Mills Limited (Acquisition [1982 : Mah. XXXIV
of Shares) Act, 1982
(a) ' company' means any body corporate, and includes a firm or other association of
individuals ; and
(b) 'director', in relation to a firm, means a partner in the firm.
18. Limitation of cognizance of offences. — No Court shall take cognizance of an offence
punishable under this Act, except with the previous sanction of the State Government or of an Officer
authorised by that Government in this behalf.
19. Power to make rules. — (1) Subject to the condition of previous publication, the State
Government may, by notification in the Official Gazette, make rules to carry out the provisions of this
Act.
(2) Every rule made under this Act shall be laid, a s soon as may be after it is made, before each
House of the State Legislature while it is in session, for a total period of thirty days, which may be
comprised in one session or in two successive sessions, and if, before the expiry of the session in which
it is so laid or the session immediately following, both Houses agree in making any modification in the
rule, or both Houses agree that the rule should not be made, and notify such decision in the Official
Gazette, the rule shall from the date of publicati on of such notification have effect only in such
modified form or be of no effect, as the case may be ; so, however, that any such modification or
annulment shall be without prejudice to the validity of anything previously done or omitted to be done
under that rule.
20. Power to remove difficulties. — If any difficulty arises in giving effect to the provisions of
this Act, the State Government may, as occasion arises, by order, do anything, which appears to it to be
necessary to remove the difficulty :
Provided that no such order shall be made after the expiry of a period of two years from the
appointed day.
21. Repeal and saving. — (1) The Pulgaon Cotton Mills Limited (Acquisition of Shares)
Ordinance, 1982 (Mah. Ord. XI of 1982) is hereby repealed.
(2) Notwithstanding such repeal, anything done or any action taken (including any rule, order or
notification issued or any appointment or delegation or claim made) under the said Ordinance shall be
deemed to have been done, taken, issued or made, as the ca se may be, under the corresponding
provisions of this Act.