The police have jurisdiction to investigate IPC offenses connected to company affairs despite provisions under the Companies Act; acts constituting fraud must relate to actions after the Act's enactment.

ORDER :

Both the above cases are arising from a single crime registered by the Kottayam West Police Station and since the issues involved are connected, the same are being disposed of by a common order. Crl.M.C.No.5052/2020 is filed by the accused Nos.1, 2 and 5 in Crime No.1785/2015 of Kottayam West Police Station, for quashing all further proceedings against the petitioners in the said crime, which was registered pursuant to Annexure-A1 complaint. W.P.(C)No.2676/2020 is filed by the defacto complainant in the said crime, for issuance of a writ of mandamus commanding the official respondents to complete the investigation in the said crime and to submit a final report expeditiously.

2. The facts which led to the filing of these cases are as follows:

The aforesaid crime was registered based on a private complaint submitted by the defacto complainant before the Judicial First Class Magistrate Court-III, Kottayam. The said private complaint is produced as Annexure-A1 in Crl.M.C No.5052/2020. Annexure A4 is the F.I.R. registered in the said case by Kottayam West Police Station, based on the said complaint. The offences alleged against the accused are under Sections 120B, 406, 465, 467, 468 r/w Section 34 of the INDIAN PENAL CODE (IPC).

3. The crux of the allegations contained in Annexure-A1 complaint is as follows; the husband of the defacto complainant, along with his friends, started a private limited Company under the name and style M/s Roshini Sea Foods, showing its registered office at Kottayam. The business of the Company was mainly related to the sea foods and fish farming. The husband of the defacto complainant had 2,25,000 shares in the said Company, whereas the defacto complainant had 10000 shares. As part of the business of the said Company, the husband of the defacto complainant purchased 90 acres of land at Kannur for the purpose of fish farming and necessary machineries for processing the same were also installed. The husband of the defacto complainant procured the funds required for the same after mortgaging his personal properties. The 1st petitioner herein initially joined as one of the Directors of the said Company without any investments. Later, on account of certain differences of opinion owing to certain malpractices committed by the 1st accused, he resigned from the Directorship of the said company. However, the husband of the defacto complainant could not manage the business of the Company profitably and therefore, the Company sustained a huge loss in the business and thereby exposed to the recovery proceedings.

4. While so, the husband of the defacto complainant passed away on 16.02.1998. Thereupon, the 1st accused, who was a Chartered Accountant by profession, approached the defacto complainant and offered all his help to manage the affairs of the Company. As the defacto complainant was not well-versed in the management of the said Company, 1st accused was permitted to manage the affairs of the Company. While managing the affairs of the Company, the 1st accused created several false documents, forged the signatures of the defacto complainant and other shareholders, and transferred the shares of her husband in favour of other accused persons. It is also alleged in the private complaint that the 1st accused also created false documents by forging the signatures of the defacto complainant and other shareholders to convey the properties of the Company, including immovable properties in favour of the other accused who are the close relatives viz. wife and