‘Subhiksha MD solely responsible for PF dues’

CHENNAI: The Employees Provident Fund Office has absolved nominee directors of ICICI Ventures on the board of Subhiksha of 'personal responsibility' for PF defaults by the company. The order clarifies that the specific personal responsibility or involvement of the nominee and independent directors has not been established and R Subramanian as the MD will be held personally liable for the default on the part of the company.Vikram Trivedi, managing partner, Manilal Kher Ambalal & Co, who represented the former directors of Subhiksha including the nominee directors of ICICI Venture said the Regional Provident Fund Commissioner has dropped the proceedings against all the former directors including the nominee directors of ICICI Venture on the ground that the day to day functioning of Subhiksha was the responsibility of the MD.
In another development, the complaint filed by ICICI Ventures, the second largest shareholder in Subhiksha Trading Services, with the Registrar of Companies (RoC) in Chennai 10 days back, will have to wait for action till the amalgamation petition at the Madras High Court is completed. ICICI Ventures, which holds 23% stake in Subhiksha, filed a complaint "against the affairs of the company" 10 days back, according to sources at the RoC. "They have made some allegations against the company and have asked for an audit of the accounts." According to sources, the RoC has forwarded the complaint to the regional director at the department of corporate affairs (DCA) in Chennai. "Action can be initiated against Subhiksha under Sec 209A (Inspection of books of account, other books and papers) of the Companies Act. The Regional director will then write to the Ministry of Corporate Affairs(MCA) seeking action against the company. If the matter is serious, Sec 235/237 (Investigation of the affairs of a company) can be invoked and investigation can be ordered by the MCA."
However, the DCA is not in a position to initiate action against Subhiksha at the moment, as a petition for Subhiksha's merger with Blue Green Construction and Investment Ltd is pending at the Madras High Court. Also, earlier this week, Premji Invest, which holds a 10% stake in Subhiksha, petitioned the high court against the merger. This could throw a spanner in the work of the DCA, which will have to wait till the court gives its rulings on the two issues, sources added. The hearing of the petition will come up for hearing at the high court on March 3.