SL. No.6 NATIONAL COMPANY LAW TRIBUNAL HYDERABAD BENCH COURT HALL NO: II PHYSICAL HEARING CORAM: SHRI. RAJEEV BHARDWAJ – HON’BLE MEMBER (J)

CORAM: SHRI. SANJAY PURI - HON’BLE MEMBER (T)

ATTENDANCE-CUM-ORDER SHEET OF THE HEARING OF NATIONAL COMPANY LAW TRIBUNAL, HYDERABAD BENCH, HELD ON 04.10.2023, At 11:00 AM

TRANSFER PETITION NO.
COMPANY PETITION/APPLICATION NO.	CP No.434/140/HDB/2018
NAME OF THE COMPANY	Premier Devices Pvt Ltd & another
NAME OF THE PETITIONER(S)	SPC & Associates, Chartered Accountants
NAME OF THE RESPONDENT(S)	Premier Devices Pvt Ltd & another
UNDER SECTION	140

ORDER Present: Ld. Counsel for the Petitioner.

Ld. Counsel for the Respondent.

Orders pronounced, recorded vide separate sheets. In the result, this petition is dismissed on the grounds of limitation.

Sd/- Sd/-

MEMBER (T) MEMBER (J)

Vamsi IN THE NATIONAL COMPANY LAW TRIBUNAL HYDERABAD BENCH – II CP No. 434 of 2018 in u/s 140 (5) of Companies Act, 2013 In the matter of M/s. PREMIER DEVICES PRIVATE LIMITED Between :

SPC & Associates, Chartered Accountants, Plot No.252A, Lotus Pond Road, MLA Colony, Road No.12, Banjara Hills, Hyderabad – 500 034.

....Petitioner And

1. M/s. Premier Devices Private Limited, 150/3, SV Co-Operative Industrial Area, Bolaram, Hyderabad – 500 038.

2. V.V.D. Prasad & Co., Chartered Accountants

1-35, S.No.12/1, 1st Floor, M.P.R. Complex, Saraswathi Colony, Adj. Rajyalakshmi Theatre, Uppal, Hyderabad – 500 039.

….Respondents Date of order: 04.10.2023 CORAM Hon’ble Sri Rajeev Bhardwaj, Member (Judicial)

Hon’ble Sri Sanjay Puri, Member (Technical)

Counsels present For the Applicant : Mr. A. Nagaraj Kumar, Advocate For the Respondents : Mr. Samuel Nagadesi, CA Heard on : 30.08.2023 PER: SANJAY PURI, MEMBER (TECHNICAL)

ORDER

1. This is an application filed by the Petitioner, seeking to:

i) declare that the removal of Petitioner Firm as Auditor of Respondent 1 Company and the appointment of Respondent 2 Firm as Auditor of Respondent 1 Company as illegal.

ii) punish Respondent 1 & 2 u/s 147 (1) & (2) of Companies Act with maximum penalty.

iii) direct the Respondent 1 Company to change its Auditors u/s 140 (5) of the Act.

iv) declare that the Petitioner Firm as Auditor of Respondent 1 Company.

Brief facts of the case as mentioned in the application, are as follows:

2. It is stated that the Petitioner Firm was the Chartered Accountants of Respondent 1 Company since its inception and was reappointed by Respondent 1 vide letter dated 29.09.20121 as Statutory Auditors for the FY 2012-13 to hold the office from the conclusion of 11th Annual General Meeting (AGM) held on 28.09.2012 until the conclusion of the next AGM as per the resolution passed at 11^th AGM.

3. It is stated that upon perusal of Form 23AC, Form 20B, AOC-4 and MGT-7, the Petitioner was astonished that the Balance Sheet for the FY 2013-14 filed by Respondent 1, was signed by Respondent 2, while the Petitioner was the Statutory Auditor till end of FY 2013-14 i.e. upto 30.09.2014. The Petitioner Firm conveyed strong objection to Respondents 1 & 2 through its letter dated 11.05.20182 for

1 Page 75 of the Application.

2 Page 79 & 80 of the Application (Annexure - P5).

committing severe violations and to reply within 10 days failing which, it will resort to legal action.

4. It is stated that since there was no response from the Respondents, the Petitioner made a complaint to the Registrar of Companies (ROC) vide its letter dated 29.05.2018³, seeking appropriate legal action against Respondent 1.

5. It is stated that the Respondent 1 vide its letter dated 01.06.2018 as an after taught forwarded concocted copies of notarized letters dated 16.12.2013 and 17.04.2015⁴ to the Petitioner (received on 08.06.2018) intimating termination of the appointment of Petitioner Firm and no response was from Respondent 2.

6. It is stated that when the Petitioner was an Auditor of Respondent 1 till the conclusion of 13^th AGM i.e. upto 30.09.2014, Respondent 2 signing the audited Financial Statements on 29.08.2014 wa

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