The Companies Act, 1913

 

Company Court — Jurisdiction

Section 12 of the Trade Organisations Ordinance has not completely ousted the jurisdiction of the Court but before coming to the Court the petitioners are to refer the matter to Arbitration as provided in section 12 of the Trade Organisations Ordinance. [Para- 34]

Ibrahim Cotton Mills Ltd. Vs. Chittagong Chamber of Commerce & Industry Ltd. & Ors. 7 BLT(HCD)-152

Whether a company take money as Loan and give interest

Company not being a financial Institution cannot take money as loan and give

interest. Under Company Law if money Is required by the company it may take It by way of issuing debenture and pay interest etc. The company cannot make payment either by way of interest or otherwise unless sanctioned by law. [Para-24]

A. K. M. Abdul Latif Vs. M/S Banani Metal Ltd 7BLT (HCD)-258

Section – 38

Whether a decision of a Single Company Judge under section 38 of the Company Act, 1913 is appealable to a Division Bench of the High Court Division

When a Single Company Judge of the High Court Division is exercising the power under section 38 of the Companies Act an appeal from its decision has to be taken by way of leave to the Appellate Division under Article 103 (1) of the Constitution. [Para-221 Moqbul Ahmed & Anr Vs. Ahmed Impex (Put.) Ltd & Anr 4 BLT(AD)-176]

Section-59 (i)

Reduction of share capital — at the time of the formation of the company promoters cum founder share holders agreed to invest capital equivalent to the value of 5,000 (five thousand) shares which would be equally distributed along four members at the rate of 1250 shares each — but due to printing mistake, against the same of each subscriber instead of 1250 shares, 12500 shares had been erroneously printed both in the Memorandum as well as the Articles of Association — Held: The right to reduce capital has been conferred on the company statutory and the court should not refuse to confirm the reduction of capital decided upon by a company unless the reduction appears to be unfair or inequitable. [Para- 17]

Abu Ali Chowdhury Vs. The State 5 BLT (HCD)-1

Section-162 (1) (2)

By Ordinance No. IV of 1981, the P.O. No 47 of 1972 was repealed and the Bangladesh consumers supply corporation was converted into a company having governments share 100% therein. The company ran its business at a huge loss of 21 crores in the years from 1981 to 1988. Government decided to wind up the company—

Held: Decisions is legal. S. 162 of the Companies Act read with S. 2 (d) and the Schedule of Ordinance No 48 of 1986 the petitioner in all respects satisfied the qualification of a company and the petition for winding up pursuant to the special resolution passed in the council meeting of the Ministers is competent. [Para-41]

Bangladesh Consumer’s Supplies Co. Ltd. Vs The Registrar Joint Stock Co. & Ors 2 BLT(HCD) 198

Section-233

In the instant case half of the board comprises the petitioners in other words out of 4 directors, two are the petitioners and the petitioners hold 50% of the shares. Thus the petitioners, having holding 50% of the shares cannot be said to be minority share-holders. Accordingly, the petitioners are not entitled to invoke the jurisdiction of the Court under Section 233 of the Companies Act, 1994. [Para-21]

Moksudur Rahman Vs. Bas halt Property Development Ltd 5 BLT (HCD)- 198

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