CL: Where number of litigations involving petitioner and his Group were continuing before BIFR, AAIFR and other Courts/Forums, removal of petitioner and other directors of his Group from directorship and appointment of 2 new directors from respondents Group had resulted in creation of new majority in management of respondent No. 1 Company which was oppressive in terms of section 397
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[2014] 51 taxmann.com 322 (CLB - New Delhi)
COMPANY LAW BOARD, NEW DELHI BENCH
Vijay Julka
v.
Supriya Pharmaceuticals Ltd.
DHAN RAJ, MEMBER
C. P. NO. 99 (ND) OF 2013
AUGUST 25, 2014
Section 241, read with sections 242, 100, 101 and 169 of the Companies Act, 2013/Section 397, read with sections 398, 402, 169, 171, 172 & 284 of the Companies Act, 1956 - Oppression and mismanagement - Petitioners alleged that EGMs were convened by respondent Nos. 2 to 4 without following statutory procedure laid down in Act and resolutions passed by respondents for removing petitioner and other directors from directorship of respondent No. 1 Company were in contravention of section 284 - Whether in absence of notice of EGMs to petitioner and his Group directors, they did not get liberty to make their representations before shareholders in said EGMs and hence, provisions of section 284 were not duly complied with - Held, yes - Whether petitioner was one of two promoters of respondent No. 1 Company and number of litigations involving petitioner and his Group were continuing before BIFR, AAIFR and other Courts/Forums, therefore, removal of petitioner and other directors of his Group and appointment of 2 new directors from respondents Group had resulted in creation of new majority in management of respondent No. 1 Company and hence, this act was oppressive in terms of section 397 - Held, yes [Para 7.4]
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[2014] 51 taxmann.com 322 (CLB - New Delhi)
COMPANY LAW BOARD, NEW DELHI BENCH
Vijay Julka
v.
Supriya Pharmaceuticals Ltd.
DHAN RAJ, MEMBER
C. P. NO. 99 (ND) OF 2013
AUGUST 25, 2014
Section 241, read with sections 242, 100, 101 and 169 of the Companies Act, 2013/Section 397, read with sections 398, 402, 169, 171, 172 & 284 of the Companies Act, 1956 - Oppression and mismanagement - Petitioners alleged that EGMs were convened by respondent Nos. 2 to 4 without following statutory procedure laid down in Act and resolutions passed by respondents for removing petitioner and other directors from directorship of respondent No. 1 Company were in contravention of section 284 - Whether in absence of notice of EGMs to petitioner and his Group directors, they did not get liberty to make their representations before shareholders in said EGMs and hence, provisions of section 284 were not duly complied with - Held, yes - Whether petitioner was one of two promoters of respondent No. 1 Company and number of litigations involving petitioner and his Group were continuing before BIFR, AAIFR and other Courts/Forums, therefore, removal of petitioner and other directors of his Group and appointment of 2 new directors from respondents Group had resulted in creation of new majority in management of respondent No. 1 Company and hence, this act was oppressive in terms of section 397 - Held, yes [Para 7.4]
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