Richardson and Cruddas Limited (Acquisition and Transfer of Undertaking) Act, 1972
No: 78 Dated: Dec, 30 1972
THE RICHARDSON AND CRUDDAS LIMITED (ACQUISITION AND TRANSFER OF UNDERTAKING) ACT, 1972
ACT NO. 78 OF 1972
An Act to provide for the acquisition and transfer of the undertaking of the Richardson and Cruddas Limited, for the reconstruction of the register of its members and for matters connected therewith or incidental thereto.
WHEREAS the Richardson and Cruddas Limited, a company formed and registered under the Indian Companies Act, 1913 (7 of 1913), is engaged in the production of goods needed by the defence establishments, railways, steel plants and power projects;
AND WHEREAS the mismanagement of the said company by its erstwhile managing agents and Board of Directors had seriously affected the production and supply of goods by the said company;
AND WHEREAS it is not possible for the said company to provide for its proper management by a duly constituted Board of Directors in view of the existence of a large number of duplicate shares in the capital of the said company;
AND WHEREAS for ensuring, in the interests of the community, the continuity of production and supply of goods by the said company, it is expedient in the public interest to acquire the undertaking of the said company;
BE it enacted by Parliament in the Twenty-third Year of the Republic of India as follows:—
PART I
ACQUISITION AND TRANSFER OF THE UNDERTAKING OF RICHARDSON AND CRUDDAS LIMITED
CHAPTER I.—PRELIMINARY
1. Short title.—This Act may be called the Richardson and Cruddas Limited (Acquisition and Transfer of Undertaking) Act, 1972.
2. Definitions.—(1) In this Act, unless the context otherwise requires,—
(a) “appointed day” means such date1 as the Central Government may, by notification, appoint;
(b) “Custodian” means the person who is appointed, under section 10, as the Custodian of the old company;
(c) “Nationalised Bank” means a corresponding new bank as defined in the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970 (5 of 1970);
(d) “new company” means the Government company, formed and registered under the Companies Act, 1956 (1 of 1956), in pursuance of the provisions of section 9;
(e) “notification” means a notification published in the Official Gazette;
(f) “old company” means the Richardson and Cruddas Limited, a company formed and registered under the Indian Companies Act, 1913 (7 of 1913) and having its registered office in the State of West Bengal;
(g) “prescribed” means prescribed by rules made under this Act;
(h) “scheduled bank” has the meaning assigned to it in the Reserve Bank of India Act, 1934 (2 of 1934), and includes a Nationalised Bank;
(i) “share” means a share in the capital of the old company;
(j) “Tribunal” means the Tribunal constituted under section 13.
(2) Words and expressions used herein and not defined but defined in the Companies Act, 1956 (1 of 1956), have, save as otherwise expressly provided in this Act, the meanings respectively assigned to them in that Act.
CHAPTER II
ACQUISITION OF THE UNDERTAKING OF THE RICHARDSON AND CRUDDAS LIMITED
3. Undertaking of the old company to vest in the Central Government.—On the appointed day, the undertaking of the old company shall stand transferred to, and vest in, the Central Government, and that Government shall, immediately thereafter, provide, by notification, for the transfer to, and vesting in, of such undertaking in the new company. 4. General effect of meeting.—(1) The undertaking of the old company shall be deemed to include all assets, rights, powers, authorities and privileges and all property, movable and immovable, cash balances, reserve funds, investments and all other rights and interests in, or arising out of, such property as were immediately before the appointed day in the ownership, possession, power or control of the old company in relation to the undertaking, whether within or without India, and all books of account, registers (other than register of members and documents relating thereto), records and all other documents of whatever nature relating thereto and shall also be deemed to include all borrowings, liabilities and obligations of whatever kind then subsisting of the old company in relation to the undertaking.
(2) Unless otherwise expressly provided by this Act, all contracts, deeds, bonds, agreements, powers of attorney, grants of legal representation and other instruments of whatever nature subsisting or having effect immediately before the appointed day which relate to the undertaking of the old company, shall be of as full force and effect in favour of the Central Government, and on the transfer of such undertaking to the new company, of such new company and may be enforced or acted upon as fully and effectively as if they had related to the Central Government or the new company, as the case may be.
(3) (a) If, on the appointed day, a proceeding instituted by the old company in relation to the undertaking referred to in section 3 is pending, such proceeding may, as from that day, be continued by the Central Government or, on the transfer of the undertaking to the new company, by the new company.
(b) If, on the appointed day, any cause of action is existing against the old company in relation to the undertaking referred to in section 3, such cause of action may, as from that day, be enforced against the Central Government or, on the transfer of the undertaking to the new company, against the new company.
(c) Save as otherwise provided in clauses (a) and (b), no suit, proceeding or cause of action by or against the old company shall be continued or enforced by or against the Central Government or the new company.