Company Appeal No.1 of 2003. 1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY NAGPUR BENCH : NAGPUR. COMPANY APPEAL NO.1 OF 2003. APPELLANT Mrs. Pratibha W/o Devidas Shende, aged about 60 years, Occupation-Housewife, R/o 156, Khare Town, Dharampeth, Nagpur. -VERSUS- RESPONDENT: The Official Liquidator and Liquidator of M/s Vidarbha Pharmaceuticals Pvt. Ltd., (In Liquidation) having his office at New Secretariat Building, IInd Floor, Civil Lines, Nagpur. Shri M. K. Kulkarni, Advocate for the appellant. Shri Anup Dhore, Advocate H/F Shri Anjan De, Advocate for Official Liquidator. CORAM: A. H. JOSHI AND A.R. JOSHI, JJ. DATED: 3rd DECEMBER 2009. ORAL JUDGMENT : (Per A. H. Joshi, J) 1. The appellant was one of the Directors of M/s Vidarbha Pharmaceuticals Pvt. Ltd. The said Company went in liquidation. The Official Liquidator filed a report along with investigation report of the Chartered Accountant claiming the recovery of amount from the former Directors who were in charge of the affairs of the Company on the date of liquidation. Company Appeal No.1 of 2003. 2 2. Learned Single Judge of this Court hearing the Official Liquidator recorded the oral evidence of the Chartered Accountant Shri Ajit Pimparkhede. 3. It is seen from his testimony that he gave opinion that certain amounts were recoverable. The text of the testimony of this witness in paragraph no.3 reads as follows:- “ 3. In my opinion, the Ex-Directors of the Company are liable towards the Cash in hand Rs.285.13 towards stock Rs.3,37,127.98 towards sundary debitors Rs.2,33,850.15 towards investments Rs.601/- towards loan and advances Rs.43,856.21.21, towards Directors remuneration Rs.13,500/- and towards Deficiency to Creditors and value of stock destroyed the liability cannot be ascertained by us. The total ascertained liability on Ex-Directors is Rs. 6,29,220.47.” [Quoted from Deposition of Shri Ajit Govind Pimparkhede 4. The investigation report which is in the paper book of the appeal does not contain a statement that the appellant Smt. Pratibha Shende was in any manner involved in day to day affairs of the Company. 5. The investigation report which is part and parcel of the record of the Company application does not prove the fact as to the manner in which the participation of the present appellant existed. Company Appeal No.1 of 2003. 3 6. The shareholding indicates that Shri S. G. Gajbhiye and Shri S. H. Gajbhiye had major shareholdings of 1080 and 1437 shares. Shri K.D. Ramteke had 400 shares and Shri G. R. Gajbhiye had 50 shares, while Smt. Pratibha Shende holds only 11 shares. 7. Though the appellant is shown to be director, her involvement in the day to day affairs of the Company is not proved. 8. Accepting the testimony of the investigator being un-contradicted to be worthy of reliance, the facts whatsoever sought to be proved namely the liability of directors and in particular, the liability of Smt. Pratibha Shende towards dues recoverable from her is not proved. 9. The version of the appellant that she has ceased to be the director of Company from 12th December 1986 and did not have any control over the affairs of the company has not been touched or dealt with by the Investigator in his report or in her oral testimony. 10. In these premises, this Court is of the considered view that on what is evident on record, the Company Appeal No.1 of 2003. 4 Official Liquidator through his witness had failed to prove the liability of the appellant, even on evidence being un-contradicted. 11. On this very fact, remand at the trial of the case is wholly unnecessary. 12. In the result, appeal succeeds. It is allowed. It is held that the appellant Smt. Pratibha W/o Devidas Shende has no liability towards Company. 13. Parties shall bear own costs. JUDGE JUDGE //MULEY//