Section 388B – The Companies Act,1956

The Companies Act, 1956

388B. Reference to 2[3[4[Tribunal]]] of cases against managerial personnel.

1[388B. Reference to 2[3[4[Tribunal]]] of cases against managerial personnel.(1) Where in the opinion of the Central Government there are circumstances suggesting

(a)that any person concerned in the conduct and management of the affairs of a company is or has been in connection therewith guilty of fraud, misfeasance, persistent negligence or default in carrying out his obligations and functions under the law, or breach of trust; or

(b)that the business of a company is not or has not been conducted and managed by such person in accordance with sound business principles or prudent commercial practices; or

(c)that a company is or has been conducted and managed by such person in a manner which is likely to cause, or has caused, serious injury or damage to the interest of the trade industry or business to which such company pertains; or

(d)that the business of a company is or has been conducted and managed by such person with intent to defraud its creditors, members or any other persons or otherwise for a fraudulent or unlawful purpose or in a manner prejudicial to public interest,

the Central Government may state a case against the person aforesaid and refer the same to the 2[3[4[Tribunal]]] with a request that the 2[3[4[Tribunal]]] may inquire into the case and 5[record a decision] as to whether or not such person is a fit and proper person to hold the office of director or any other office connected with the conduct and management of any company.

(2) Every case under sub-section (1) shall be stated in the form of an application which shall be presented to the 2[3[4[Tribunal]]] or such officer thereof as it may appoint in this behalf.

(3) The person against whom a case is referred to the 2[3[4[Tribunal]]] under this section shall be joined as a respondent to the application.

(4) Every such application

(a)shall contain a concise statement of such circumstances and materials as the Central Government may consider necessary for the purpose of the inquiry, and

(b)shall be signed and verified in the manner laid down in the Code of Civil Procedure, 1908 (5 of 1908), for the signature and verification of a plaint in a suit by the Central Government.

(5) The 2[3[4[Tribunal]]] may at any stage of the proceedings allow the Central Government to alter or amend the application in such manner and no such terms as may be just, and all such alterations or amendments shall be made as may be necessary for the purpose of determining the real questions in the inquiry.]

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1. Section 388B ins. by Act 53 of 1963, sec. 9 (w.e.f. 1-1-1964).

2. Subs. by Act 17 of 1967, sec. 4 and Sch., for “Tribunal’ (w.e.f. 1-7-1967).

3. Subs. by Act 31 of 1988, sec. 67, for “High Court” (w.e.f. 31-5-1991).

4. Subs. by Act 11 of 2003, sec. 38, for “Company Law Board”.

5. Subs. by Act 17 of 1967, sec. 4 and Sch. for “record a finding” (w.e.f. 1-7-1967).

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