J.S.Khehar, J.

1. M/s. PGF Limited (hereinafter referred to as the PGFL) was originally incorporated on 19-1-1983 as Pearls General Finance Limited. Its name was changed to Pearls Green Forests Limited in 1988 and finally to PGF Limited in 1997. Eversince the commencement of business, PGF Ltd. (hereinafter referred to as the PGFL) claims to be subject to regulation, under the provisions of the Companies Act, 1956 , under the Department of Company Affairs, the Company Law Board, and the Registrar of Companies. PGFL has its registered office at S.C.O. No. 1042-43, Sector 22-B, Chandigarh, and its Head Office at 2nd Floor, Vaishali Building, Community Centre, Paschim Vihar, New Delhi.

2. So far the activities of PGFL are concerned, the same have been depicted in a communication addressed by the PGFL to the Securities and Exchange Board of India (hereinafter referred to as the SEBI) dated 15-1-1990. PGFL is stated to be operating two kinds of schemes; firstly, a scheme involving sale/sale and development of agricultural land, and secondly, joint venture schemes. During the course of hearing of the instant writ petition on 28-5-2004, learned counsel for the petitioners informed the Court the PGFL had taken a decision to disband all schemes other than its operations relating to business connected with sale of agricultural land and/or sale and development of agricultural land. It is, therefore, that this Court, inter alia, passed the following order on 28-5-2004 :-

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"Learned counsel for the petitioners, during the course of arguments unilaterally offered to pay back all the deposits to the investors enrolled under all schemes other than the existing business of sale and purchase and development of land. According to learned counsel, the aforesaid action on behalf of the petitioners would render the instant petition infructuous qua the said schemes. In view of the above, we grant liberty to the petitioners to make the aforesaid refund, as expeditiously as possible, and preferably before the next date of hearing. The petitioners shall also tender a status report supported by an affidavit in the aforesaid context on the next date of hearing, with a copy in advance to the counsel for the respondents.

The controversy raised in the instant writ petition is, therefore, limited to the scheme/business of the PGFL relating to sale of agricultural land and/ or sale and development of agricultural land.

3. In the Memorandum of Association of PGFL the main objects, the ancillary or incidental objects, and the other objects, of the PGFL have been delineated. A perusal of the objects of the PGFL reveal, that the PGFL could carry out almost any kind of business conceivable. We were tempted to extract herein, the entire text of the objects of the PGFL, but refrained to do so for reasons of brevity. So far as the present controversy is concerned, it would be pertinent to mention, that the main objects of the PGFL include, permissibility to act as agents for purchase, sale and letting on hire land whether the same is agricultural or urban land, on commission basis or otherwise; to carry on the business of farming, horticulture, floriculture, tissue culture, siri culture etc.; to act as brokers, agents, stockists, distributors and suppliers of all kinds of agricultural products; to purchase, take on lease or otherwise clear any land (including waste land, barren land etc.) and to work, develop and maintain the same on their own or on behalf of others, and to sub-divide the land into "units" or "marketable lots"; to sell, lease out or otherwise dispose of any land (including waste land or other barren land etc.) in any "marketable lots" or "units" or in any manner, whatsoever. The ancillary objects or incidental objects include, the permissibility, to pay for any property either in cash or by fully or partly paid shares or by the "issue of securities"; to pay for services rendered (or to be rendered) in acting as trustees for "debenture" or "deb