Muhammad Iftikhar Tahir VS M/s Nafees Industries Pvt Limited

C.O. No.04-2017

JUDGMENT SHEET

IN THE ISLAMABAD HIGH COURT,

ISLAMABAD

CASE NO.

: COMPANIES ORIGINAL (CO) NO.04-2017

Muhammad Iftikhar Tahir & Another Vs.

M/s Nafees Industries Pvt. Ltd. through its Chief Executive, Islamabad etc.

Applicant by : Mr. Kaleem-ud-Din, Advocate Respondents by : Mr. M. Sarfraz Sajid, Advocate for respondents No.1 to 6.

Mr. Husnain Arshad, Advocate for SECP.

Date of hearing : 22.10.2020

AAMER FAROOQ J. This is an application for rectification of share register of the Company namely M/s Nafees Industries Pvt. Ltd ./respondent No.1.

2.The facts, in brief, are that respondent No.1 namely M/s Nafees Industries Pvt. Ltd was incorporated on 11.05.1981 as a Private Limited Company under the laws of Pakistan. Initially, capital of the Company was Rs.2 millions and was divided into 20,000 ordinary shares. There were eight Directors of the Company at the time, however subsequently, Management of the Company changed with the new Directors. Moreover, in 2008, Authorized Share Capital of the Compa ny was increased to 7.5 million and was divided into 75000 ordinary shares of Rs.100 each. In this behalf, Haji Mushtaq Ahmad was the Chief Executive Officer and other Directors were Haji Abdur Razzaq, Fazal Ahmad , Haji Muhammad Akram, Haji Muhammad Fayyaz and Haji Muhammad Aslam. In accordance with Form-A submitted on 31.10.2008, petitioner No.1 had 15000 shares in respondent No.1, whereas petitioner No.2, who has since died and was widow of Haji Muhammad Aslam, had 2000 shares; Haji Muhammad Aslam had 6000 shares in his name; he died on 15.09.2009 while pe rforming Umra in Kingdom of Saudi Arabia and was buried there. The referred 6000 shares have been inherited by legal heirs of Haji Muhammad Aslam, who are as follows: -

1.Muhammad Iftikhar Tahir, Son

2.Muhammad Arshad Tahir, Son

C.O. No.04-2017

3.Muhammad Athar Tahir, Son

4.Muhammad Sajjad Tahir, Son

5.Mst. Nighat Yasmin, Daughter

6.Mst. Farhat Amjad, Daughter

7.Mst. Musarrat Jabeen, Dauther

8.Mst. Dilshad Bano, Widow

9.Mst. Zohra Begum, Mother

Petitioner No.1, being one of heirs and shareholders, sought to have the shares left by his deceased father transferred in his name and the names of other heirs but failed; he approached Deputy Registrar of Companies, SECP Islamabad which proceeded with the matter but without any result, hence the petition.

3.Learned counsel for the applicants inter alia contended that 6000 shares, in the name of Haji Muhammad Aslam, devolved upon his legal heirs upon his death. It was contended that in this behalf, the share register needs to be rectified.

4.During the course of proceedings, learned counsel for respondents No.1 to 6, offered to surrender all shares received from Haji Muhammad Aslam, upon which, an application was filed. Learned counsel for the respondents contended that in light of willful surrender by the re spondents, the share holding has changed and he has no objection to the rectification of the share register accordingly.

5.Arguments advanced by learned counsel for the parties have been heard and the documents, placed on record, examined with their able assistance.

6.The facts, leading to filing of instant petition, have been mentioned hereinabove.

7.It is an ad mitted position that Haji Muhammad Aslam was the shareholder of Nafees Industries Pvt. Ltd. and is survived by the following persons: -

1.Muhammad Iftikhar Tahir, Son

2.Muhammad Arshad Tahir, Son

3.Muhammad Athar Tahir, Son

4.Muhammad Sajjad Tahir, Son

5.Mst. Nighat Yasmin, Daughter

C.O. No.04-2017

6.Mst. Farhat Amjad, Daughter

7.Mst. Musarrat Jabeen, Daughter

8.Mst. Dilshad Bano, Widow

9.Mst. Zohra Begum, Mother

8.Under the Islamic Law of Inheritance, the share of each heir is as follows: -

1.Muhammad Iftikhar Tahir, Son 2/11 share=772 shares 2. Muhammad Arshad Tahir, Son 2/11 share=772 shares 3. Muhammad Athar Tahir, Son 2/11 share=772 shares 4. Muhammad Sajjad Tahir, Son 2/11 share=772 shares 5. Mst. Nighat Yasmin, Daughter 1/11 share=386 shares 6. Mst. Farhat Amjad, Daughter 1/11 share=386 shares 7. Mst. Musarrat Jabeen, Daughter 1/11 share=386 shares 8. Mst. Dilshad Bano, Widow 1/8 share=750 shares 9. Mst. Zohra Begum, Mother 1/6 share=1000 shares

9.It seems that Zohra Begum, mother of Haji Muhammad Aslam has also passed away after demise of Haji Muhammad Aslam and shareholding of heirs are to be further distributed in the following proportionate: -

1.All legal heirs of Haji Muhammad Aslam 2/8 shares=250 shares 2. Haji Akram 2/8 shares=250 shares

3.Haji Fayyaz 2/8 shares=250 shares

4.Sarfraz Bano 1/8 shares=125 shares

5.Rubbina Tallat 1/8 shares=125 shares

10.The picture, which emerges after death of the parties and as jointly submitted by both the learned counsel with respect to share holding of the parties , is as follows:-

Sr. Position in Petition Name of Shares holders Original Position of Position of No. position of register of register of register shares shares shares holders holders holders prior to after correction correction of register of register

1.Petitioner No.1 Muhammad Iftikhar Tahir 1500 Shares 2200 shares 2318 Shares s/o Haji M. Aslam

CNIC 61101-2009640-5

2.Petitioner No.2 Mst. Dilshad Bano w/o 2000 Shares 2750 Shares Haji M. Aslam

CNIC 61101-1915515-6

3.Respondent No.6 Muhammad Arshad Tahir 1400 Shares 2300 shares 2218 Shares s/o Haji M. Aslam

CNIC 61101-2009643-3

4.Respondent No.8 Athar Tahir s/o Haji M. 2200 shares 818 Shares Aslam

CNIC 61101-2009642-5

5.Respondent No.9 Sajjad Tahir s/o Haji M. 2200 shares 818 Shares Aslam

CNIC 61101-2009647-9

C.O. No.04-2017

6.Respondent No.10 Mst. Nighat Yasmin d/o 409 Shares Haji M. Aslam

CNIC 61101-1909433-4

7.Respondent No.11 Mst.Musarrat Jabeen d/o 409 Shares Haji M. Aslam

CNIC 37405-1588170-2

8.Respondent No.12 Mst. Farhat Amjad d/o 409 Shares Haji M. Aslam

CNIC 37405-5133053-6

9 Respondent No.2 & Haji Akram (late) s/o Haji 5000 Shares 5500 Shares 5250 Shares 2-A to 2-B Abdul Ghani

CNIC 37405-9488176-1

10.Respondent No.3 Haji Fayyaz s/o Haji Abdul 6700 Shares 8200 Shares 6950 Shares Ghani

CNIC 37405-3235861-9

11.Respondent No.13 Sarfraz Bano d/o Haji 3000 Shares 3000 Shares 3125 Shares Abdul Ghani

CNIC 37405-3874215-0

12 Respondent No.14 & Rubbina Tallat (late) d/o 125 Shares 14-A to 14-G Haji Abdul Ghani

11.Since the applicants as well as private respondents have the above mentioned shareholding, the register of the Company is to be rectified accordingly.

12.In view of foregoing, instant petition is disposed of with direction to respondent No.1 to rectify its share register by including the names of shareholders as mentioned hereinabove and after doing the needful, due intimation be made to Securities and Exchange Commission of Pakistan as stipulated under the Companies Laws of Pakistan.

(AAMER FAROOQ)

JUDGE

Announced in Open Court on 20.01.2021

JUDGE

Z awar

Uploaded By: Engr. Umer Rasheed Dar