Drt case
Partha Pradhan
(Querist) 06 April 2014
This query is : Resolved
After doing job in various medical company as a representative for 12 years the last company's seniors (S.M. Z.M. & R.S.M) built a company and they offer me to do the job in that company and said they give me the salary as well as a share of that company. So I joined as an employee of that private Ltd. Medical Company. (I have the appointment letter and salary slip of that co.) Also they give me the 15% shareholding of that company. Afterwards when the directors of that company borrowing a cash credit of 70 lacks from the bank by mortgaging a house of one of the director valuing 27 lacks. In that time they said me to sign in the loan documents as I am a shareholder of that company and i do it. But letter the loan become NPA and now there is no existence of that company. Afterwards I got two legal notice from bank lawyer where they mention me as a director of the company. I go to the bank and the-then branch manager said me that you sign in loan application, sanction letter of loan and in letter of guarantee and there are the seal of director under your name. I go to that company's Authorized Chartered accountant to know the truth. C.A. give me a certificate that I am not a director but only a shareholder of that co. as per M.O.A. and R.O.C. Then I gave reply of that legal notices saying my stand with these documents. But now bank settled to go to D.R.T. Now my question is am I also as liable as the directors of that co. for that loan? I have a house in my name. May bank can occupy my house for the shake of requital of that loan. Is there any chance to justify myself and if my justification of only shareholding and as an employee is right by means of proper document then also bank can do anything to me to repay the loan as i am only a shareholder as well as an employee of that company? Is not it is bank liability or obligation to verify all the documents furnished before the bank because in M.O.A. it is clearly mentioned that i am only a shareholders and my name is not there in R.O.C. directors list. please help me.
preet
(Expert) 06 April 2014
No u r not liable. As this is the bank liability to check all proper documents before sanctioning the loan. MOA and ROC is an important document in case of company, so its liabilty of bank to check all documents before santioning.
T. Kalaiselvan, Advocate
(Expert) 06 April 2014
There is no liability on your part and the bankers cannot initiate any action to seize your house property for the purpose of recovery of loan by the company.
R.V.RAO
(Expert) 07 April 2014
check if you have signed any guarantor 's liability form / personal guarantee form to secure the loan raised by the co.
Only,in that case, you are liable as either as the guarantor or as one of the guarantors.
simply for acknowledging a sanction letter issued by a bank ,no one will be held liable to repay.
you said you signed loan documents.what are those documents ? can you name them or remember the same?
you said you were given 15% share holding in the company. do you hold a share certificate?what is the share cert. no and date and who signed the share cert? is the company common seal affixed on the share cert?
did you get any notice of annual general body meeting and annual report for those years when you were a share holder?
what is the proof of your being a share holder?
if you cannot conclusively answer the questions in the above 2 paras of my reply, you cannot even be a share holder.
so put these points before your lawyer and dispute your liability, totally in the matter and send the bank also a reply in writing on the above lines to prove that you are neither a guarantor nor a share holder, and accordingly you are not at all liable in any manner.
Rajendra K Goyal
(Expert) 07 April 2014
Whether you have signed the documents as borrower or guarantor of the loan. Guarantor may be third person, if you have signed in the capacity of guarantor you are liable.
If you have signed as borrower in the capacity of director you can not be held liable as you were not a director (as no resolution was passed in your favor to execute the documents.)
Partha Pradhan
(Querist) 07 April 2014
thank you Mr. Rao for your reply. Actually I don't know the co. norms properly. When I asked to the bank where I had given my sign, Manager said you sign in 1)Application for loan, 2) sanction letter of Loan & 3) Letter of guarantee upon the seal of director of the co. I don't gave the bank any paper for mortgage. But whatever I remember I had signed in personal liability form and that is also as a director not in personal identity. I have no share certificate of the company with me because when I asked for the share certificate to the C.A. he said I will get it letter. I did not get any notice of annual general body meeting during that two years. And also thanks to Mr. Goyal. As your answer I can say guarantor was that person who mortgage his house. I signed as a borrower with the identity of director because the directors said me to sign as shareholders and letter on they put the seal of director under my signature. Bank said you have the sign in letter of guarantee as one of the directors like other directors. it is not clear to me what it means. Without taking any risk may i transfer my house to my father or mother? what is your suggestion please help.
ajay sethi
(Expert) 07 April 2014
sell the house . stay in rented flat . dont keep any property in your name .
the documents duly signed by you have to be seen .
T. Kalaiselvan, Advocate
(Expert) 08 April 2014
As advised by other experts, it is better to safeguard your property by transferring it on your dear one's name so that in case if there arises a situation to recover the amount from you by bringing your property for auction, you may escape the situation then.
R.V.RAO
(Expert) 08 April 2014
follow sri ajay sethiji's and thiru kalaiselvan ji's advice .protect whatever you have now. never ever sign what you do not understand .
you are not a director.
no form 32 was ever filed by the co.showing you as director.
you have no DIN (director identification number)'
YOU WERE NEVER INVITED FOR A BOARD MEETING.
you have never signed on any company documents as director. these are all your defences.
now you can also file a reverse case against the co. and its directors, alleging you were wrongly represented as director and falsely implicated by the bank , to gain financial benefits by the co.and you were caused mental agony and lost peace of mind,and so ,claim huge damages.then the co. will come to terms and settle the case with you.
Then demand money as compensation and also as a precondition, let the co. and the directors ask bank to withdraw the bank notices etc..issued to you.
Partha Pradhan
(Querist) 08 April 2014
Thanks to all experts. Sirs, If I transfer my house property by gift dead jointly to my father & wife in spite of selling it as advised by Mr. Ajay sethi. Because firstly I am from a mediocre family. I have only this one house for my family and secondly if I sell it then question may arise about the capital gain by selling it. so, is there any problem if I transfer the house property by gift dead because already i got two advocate notice from bank lawyer. then if bank will say after getting notice from bank lawyer you gift it to your father then what will be my answer? I am thinking for gift it jointly to my father with my wife without demarking any part of house because if any bad situation arise to auction my property and bank initiate my father to give the property to bank then I can mutually divorce my wife by consulting with her. Then I think bank can't take my property by any means. So can I do it before I get any notice from D.R.T.? or there will arise any litigation. so what will I do? please advise me. Also thanks to Mr. Rao. I will tell your advise to a lawyer so that he can loge a case against the co. directors. but now there is no existence of the co. and I don't know where the director's are. may I also loge a case against bank for wrongly identify me as director though the R.O.C. and M.O.A. copy is there with the bank and I don't know who put the seal of director bottom my signature. And may I apply to R.T.I. to know the true fact about in which document of bank i had signed?
R.V.RAO
(Expert) 09 April 2014
write to the banking ombudsman complaining though you are not a director and not a share holder,you were falsely implicated by the directors and the co. and now by the bank.
all your defences were given in my above replies.
one more defence is whenever a personal guarantee form is signed by any body, unless a networth statement of the person (showing all his assets both movable and immovable assets and liabilities) is attached with that guarantees,it serves no purpose and a useless guarantee.
did you submit any net worth statement to bank along with your guarantee.
plead your background is medical/marketing and taking undue advantage of your ignorance of finance /guarantees, you were made to sign the bank documents.
also mark a copy of your complaint against the bank
to
chief general manager,
( public grievances),
dept. of banking,
ministry of finance,
north block,
newdelhi.
mark a copy of same complaint to dept.of public grievances, banking division, reserve bank of india, mumbai.
