1. This revision petition No.3 of 2005 has been filed under section 484 of the Companies Ordinance, 1984 by Mr. Waseem Ahmed Siddiqi against the order dated 06-12-2004 passed by Commissioner (Company Law Division) (Respondent No.4 herein) in appeal against the order dated 28-04-2004 passed by Registrar of Companies (Respondent No.3 herein).
2. Brief facts of the case are that a show cause notice dated 21-08-2003 was issued to inter alia the Petitioner, by Mr. Nazir Ahmed Shaheen Additional Registrar of Companies (as he was then) under sections 254(6) and 259 of the Companies Ordinance, 1984 ('Ordinance') for appointment of auditors of Paragon Associates of Pakistan (Pvt) Ltd. ('Company') in violation of the above provisions of the Ordinance. Mr. Waseem Ahmed Siddiqi ('Petitioner') was appointed as auditor of the Company vide annual return (Form-A) dated 31-01-1999 while he was also acting as one of the directors of the Company. Mr. Nazir Shaheen imposed a fine of Rs.25,000/- on the Petitioner under sub-section (6) of section 254 of the Ordinance for being appointed and acting as the auditor of the Company. In addition, he also imposed a fine of Rs.50,000/- each on the Company and three of its directors, including the Petitioner under sub-section (3) of section 254 read with section 259 for appointing an auditor in violation of the provisions of the Ordinance. The order passed by Mr. Nazir Ahmed Shaheen, Additional Registrar was set aside by Commissioner (Company Law) in a revision petition filed by the Petitioner under section 477 of the Ordinance on the ground that the Additional Registrar did not have the authority to adjudicate on the matter, as the power rested with the Registrar of Companies. Thereafter, the cognizance of the matter was taken by Mr. Ishaq Mallal who was then Registrar of Companies. Mr. Mallal after issuing a fresh show cause notice to the Petitioner, vide order dated 28-04-2004, imposed a fine of Rs.20,000/- on the Petitioner for being appointed and acting as the auditor of the Company under sub-section (6) of section 254 of the Ordinance. He further imposed a fine of Rs.20,000/- on the Company and each of the 3 directors including the Petitioner for appointing an auditor in violation of the provisions of the Ordinance under section 259. The said order of Registrar of Companies was also challenged by the Petitioner in a revision petition under section 477 of the Ordinance before the Commissioner (CLD). This order was however, upheld by the Commissioner vide his order dated 06-12-2004 ('Impugned Order').
The Petitioner has now challenged the Impugned Order before the Appellate Bench in a revision petition under section 484 of the Ordinance.
3. Before we discuss the merits of the case, we have noted that the Petitioner has filed the instant revision petition under section 484 of the Ordinance against the Impugned Order which was also passed in revision, albeit under section 477 of the said Ordinance. A revision under section 484 lies against those orders which have not been passed under the provisions of section 476. However, the order imposing the penalties on the Petitioner passed by the Registrar, and which was upheld in revision by Commissioner (CLD) vide the Impugned Order, was passed under section 476. It is clear therefore that the Impugned Order cannot be challenged in revision under section 484. Besides a revision cannot lie against an order which was passed in revision. However, in order to meet the ends of justice and to decide the issue on its merits, we convert the petition filed by the Petitioner into an appeal under section 33 of the Securities & Exchange Commission of Pakistan Act, 1997.
4. On the date of hearing on 10-05-2005, the Petitioner took the preliminary argument that notices have not been served on all the persons made party to the proceedings by him. He contended that the Appellate Bench Registry have on their own substituted the parties. He stated that the show cause notices sent to him were section 259 is therefore reduced to Rs.2,000/-. He is directed to deposit the fine in the account of the Commission maintained with Habib Bank Limited within 15 days of the date of this order. The appeal is disposed off.