Infusions (India) Limited (Acquisition of Shares) Act, 1985
No: 22 Dated: Oct, 07 1985
THE INFUSIONS (INDIA) LIMITED (ACQUISITION OF SHARES) ACT, 1985
West Bengal Act XXII of 1985
An Act to provide for the acquisition, in the public interest, of certain shares of the Infusions (India) Limited, and for matters connected therewith or incidental thereto.
Whereas the Infusions (India) Limited are at present engaged in the manufacture of transfusion fluids which are vital to the needs of general public;
And Whereas investment of a large amount is necessary for the maintenance and development of the production of the undertakings of the Company;
And Whereas acquisition by the State Government of an effective control over the affairs of the Company is necessary to enable it to make the investment as aforesaid;
And Whereas it is expedient in the public interest that certain shares of the Company should be acquired with a view to securing the objectives as aforesaid;
It is hereby enacted as follows :-
Chapter I
Preliminary
1. Short title and commencement. - (1) This Act may be called the Infusions (India) Limited (Acquisition of Shares) Act, 1985.
(2) It shall be deemed to have come into force on the 8th day of July, 1985.
2. Definitions. - In this Act, unless the context otherwise requires,-
(a) "appointed day" means the date on which this Act comes into force;
(b) "Commissioner" means the Commissioner of Payments appointed under section 7;
(c) "Company" means the Infusions (India) Limited, being a company within the meaning of the Companies Act, 1956, and having its registered office at Drug Industrial Estate, Chowrasta, Behala, Calcutta-700034;
(d) "notification" means a notification published in the Official Gazette;
(e) "share" means a share, whether equity or preference, in the capital of the Company, and includes a share pledged by any shareholder with any bank or other creditor, but does not include any share in the capital of the Company held by the West Bengal Pharmaceutical and Phytochemical Development Corporation;
(f) "shareholder" means a person, who, immediately before the appointed day, was registered by the Company as the holder of any share, and includes his legal representative;
(g) "specified date" means such date as the State Government may, for the purpose of any provision of this Act, by notification, specify;
(h) words and expressions used herein and not defined but defined in the Companies Act, 1956, have the meanings, respectively, assigned to them in that Act.
Chapter II
Acquisition of the shares of the Company
3. Transfer and vesting of shares of the Company in the State Government. - (1) On the appointed day, all the shares of the Company shall, by virtue of this Act, stand transferred to, and vest in, the State Government.
(2) The State Government shall be deemed, on and from the appointed day, to have been registered in the Register of members of the Company as the holder of each share which stands transferred to and vested in it by virtue of the provisions of sub-section (1).
(3) All the shares of the Company which have vested in the State Government under sub-section (1) shall, by force of such vesting, be freed and discharged from any trust, obligation, mortgage, charge, lien and all other encumbrances affecting them, and any attachment, injunction, decree or order of any court, tribunal or other authority restricting the use of such shares in any manner shall be deemed to have been withdrawn.
(4) For the removal of doubts, it is hereby declared that the provisions of sub-sections (1) and (2) shall not be deemed to affect-
(a) any right of the Company subsisting, immediately before the appointed day, against any shareholder to recover from such shareholder any sum of money on the ground that the shareholder has not paid or credited to the Company the whole or any part of the value of the shares held by him, or on any other ground whatsoever; or
(b) any right of the shareholder subsisting, immediately before the appointed day, against the Company to receive any dividend or other payment due from the Company.
4. Duty of persons in charge of management of the affairs of the Company to deliver all assets etc. - (1) On the vesting of the shares of the Company in the State Government under section 3, all persons in charge of management of the affairs of the Company immediately before such vesting shall be bound to deliver to the State Government or to such officer as may be authorised by the State Government in this behalf all assets, books of account, registers and other documents in their custody relating to the Company.
(2) The State Government may take, or cause to be taken, all necessary steps for securing the possession of the assets, books of account, registers and other documents as aforesaid.