Uttar Pradesh act 004 of 1992 : The UTTAR PRADESH STATE CEMENT CORPORATION LIMITED (ACQUISITION OF SHARES) ACT, 1992

Section 1.Short title and commencement

(1) This Act may be called the Uttar Pradesh State Cement Corporation Limited (Acquisition of Shares) Act, 1992.

(2) It shall be deemed to have come into force on October 11, 1991.

Section 2.Definitions

In this Act, the expression,—

(a) Companies means the companies specified in the Schedule;
(b) Corporation means the Uttar Pradesh State Cement Corporation Limited incorporated under the provisions of the Companies Act, 1956, having its registered office at Churk, district Sonebhadra in Uttar Pradesh.

Section 3.Vesting of the Shares

On the date of the commencement of this Act, all the shares held by the companies in the share capital of the Corporation shall stand transferred to, and shall vest in, the State Government.

Section 4.Payment of amounts to the companies

(1)- For the transfer and vesting of the shares referred to in section 3 the State Government shall within thirty days from the date of such transfer and vesting, pay to the companies respectively the amounts specified in the Schedule against each of the companies, which amounts cover in full the amounts actually paid by such companies to the State Government towards the consideration for transfer of such shares earlier made by the State Government to such companies.

(2)- Where the State Government fails to pay to the companies the amounts referred to in sub-section (1) within the period specified in that sub-section, it shall pay on the unpaid amount simple interest at the rate of twelve per cent per annum from the date of such vesting till the date of payment.

(3) The companies shall upon such vesting of shares in the State Government stand absolved of the liability to pay to the State Government, the balance of the consideration for which they had earlier obtained such shares from the State Government.

Section 5.Delivery of share certificates

(1) Any person who is in possession of the share certificates relating to the shares transferred to and vested in the State Government by virtue of section 3 shall deliver the share certificates to the State Government immediately and not later than thirty days from the commencement of this Act.

(2) Without prejudice to the provisions of section 6, the persons responsible for the non-delivery or delay in delivery of the share certificates as required in sub-section (1) shall be liable to compensate the State Government for any loss suffered by it due to such non-delivery or delay in delivery of the share certificates

Section 6. Penalty

Any person who fails to comply with the provisions of sub-section (1) of section 5 shall be punishable with imprisonment for a term which may extend to two years or with fine which may extend to ten thousand rupees or with both.

Section 7.Offences by companies

(1)- If the person committing an offence under this Act is a company, the company as well as every person incharge of and responsible to the company for the conduct of its business at the time of the commission of the offence shall be deemed to be guilty of the offence and shall be liable to be proceeded against and punished accordingly:

Provided that nothing contained in this sub-section shall render any such person liable to any punishment if he proves that the offence was committed without his knowledge or that he exercised all due diligence to prevent the commission of such offence.

(2)- Notwithstanding anything contained in sub-section (1), where any offence under this Act, has been committed by a company and it is proved that the offence has been committed with the consent or connivance of, or that the commission of the offence is attributable to any neglect on the part of any secretary, treasurer, director, manager, or other officer of the company, such secretary, treasurer, director, manager or other officer shall also be deemed to be guilty of that offence and shall be liable to be proceeded against and punished accordingly.

Explanation—For the purposes of this section—
(a) company'' means any body corporate, and includes a firm or other association of individuals, and
(b) director in relation to a firm, means a partner in the firm.

Section 8.Protection of action taken in good faith

No suit, prosecution or other legal proceedings shall lie against the State Government or any officer of the State Government in respect of anything which in good faith is done or intended to be done in pursuance of this Act or any rule, order or direction made or given thereunder.

Section 9.Power to remove difficulties

(1)- If any difficulty arises in giving effect to the provisions of this Act, the State Government may, by a notified order, make such provisions not inconsistent with the provisions of this Act as appears to it to be necessary or expedient for removing the difficulty.

(2)- No order under sub-section (1) shall be made after the expiration of the period of two years from the commencement of this Act.

(3)- Every order made under sub-section (1) shall be laid, as soon as may be, before both the Houses of State Legislature and the provisions of sub-section (1) of section 23-A of the Uttar Pradesh General Clauses Act, 1904 shall apply as they apply in respect of rules made by the State Government under any Uttar Pradesh Act

Section 10. Power to make rules

The State Government may, by notification, make rules for carrying out the purposes of this Act

Section 11.Repeal and saving

(1)- The Uttar Pradesh State Cement Corporation Limited (Acquisition of Shares) Ordinance, 1991 (U.P. Ordinance No. 41 of 1991) is hereby repealed.

(2)- Notwithstanding such repeal, anything done or any action taken under the Ordinance referred to in sub-section (1), shall be deemed to have been done or taken under this Act, as if the provisions of this Act were inforce at all material times.