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Showing 61 to 80 of 4170 Records Search Text: section 283 companies act |
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1968 (7) TMI 37 - HIGH COURT OF CALCUTTA The court held that the appeal from the order refusing to stay the winding-up petition was competent, relying on the Supreme Court decision in *Shankarlal Agarwala v. Shankarlal Poddar*. It emphasized that section 483 of the Companies Act allows appeals on orders affecting parties' rights. Regarding the stay of the winding-up petition, the court found the grievances lacked merit and were driven by personal motives rather than company interests. The court allowed the appeal, setting aside the initial judgment, and ordered costs in favor of the appellant. Justice S.K. Mukherjea concurred, highlighting the appealability of winding-up orders under section 483 and the lack of merit in the respondent's claims.
2015 (6) TMI 613 - COMPANY LAW BOARD NEW DELHI The Director, referred to as P-2, did not automatically cease to be a Director under section 283(1)(g) of the Companies Act 1956. The Respondents failed to provide sufficient evidence of absenteeism from consecutive Board Meetings without obtaining leave of absence. The judgment emphasized the importance of reliable evidence and proper adherence to legal requirements in determining the cessation of a Director's office. Further proceedings were allowed regarding the Director's right to inspect company records based on misconduct or breach of fiduciary duty, while affirming the Director's continued status as a Director in the company.
2010 (9) TMI 912 - COMPANY LAW BOARD, MUMBAI BENCH The petition invoking sections 397 and 398 of the Companies Act, 1956, alleging oppression and mismanagement, was deemed not maintainable by the court. The petitioner failed to meet the criteria under section 399 of the Act, specifically regarding the required shareholding threshold and written consent from family members holding a significant share capital. Despite allegations of mismanagement and fraud by the respondent, the petition was dismissed solely on the ground of maintainability, without delving into other substantive issues. The judgment emphasized the importance of meeting the statutory qualifications for filing such petitions.
2005 (3) TMI 797 - HIGH COURT OF CALCUTTA The HC allowed the appeal, overturning the CLB's order. It determined that the petitioners did not establish a case under Section 397 for winding up, as it would not unjustly prejudice them. The court noted the dispute was about control, not dissolution, and suggested pursuing relief through a company suit. The judgment underscored the need for the CLB to assess both oppression and just and equitable winding up before granting relief under Section 397.
2004 (3) TMI 800 - COMPANY LAW BOARD NEW DELHI The Company Law Board found in favor of the petitioners, ruling that the respondents' actions, including illegal share allotment, improper director appointment, and removal of directors without due process, were unjust. The Board nullified the respondents' decisions, reinstated the removed directors, and deemed certain share allotments illegal. Additionally, the judgment permitted share transactions between the parties and ordered a valuation based on the company's status in 1995.
2001 (8) TMI 1278 - HIGH COURT OF CALCUTTA The court found the issue and allotment of 1,960 shares to be illegal, null, and void due to non-compliance with the Companies Act. It declared Form No. 2 and Form No. 32 as illegal and granted injunctions against the respondents. A special officer was appointed to manage the company, and an extraordinary general meeting was held to elect a new board of directors. The court ordered the rectification of the Register of Members and the handover of statutory books and records to the new board.
1994 (1) TMI 209 - HIGH COURT OF RAJASTHAN The High Court allowed the appeal under section 10F of the Companies Act, 1956, to quash the Company Law Board's order dated July 30, 1993. The Court found in favor of the appellant, ruling that the impugned order violated principles of natural justice as the appellant, a director, was not afforded a hearing opportunity. The Court held that the appeal was maintainable against the order, rejecting the respondent's arguments. Consequently, the Court declared the order illegal, quashed it, and directed parties to bear their own costs.
1985 (11) TMI 235 - CALCUTTA HIGH COURT The appellate court set aside the first court's order, except for restraining the defendants from calling the AGMs under the impugned notices. It emphasized the need for proper management and adherence to statutory provisions, allowing for lawful AGMs to be called either by the directors or through directions from the Central Government to prevent a deadlock in the company's management and ensure compliance with the Companies Act.
1985 (4) TMI 245 - HIGH COURT OF ANDHRA PRADESH The civil court has jurisdiction to entertain a civil suit regarding the disqualification of a director under the Companies Act, 1956. The court emphasized that unless there is an exclusion of the civil court's jurisdiction, the suit is maintainable as it deals with individual rights. The court held that the rights and obligations in question are based on the general law of contracts, with the Companies Act regulating rather than creating new rights. The court confirmed that the disqualification under sections 283(1)(i) and 299 of the Companies Act is akin to a common law obligation, making the civil suit maintainable.
2019 (6) TMI 1031 - NATIONAL COMPANY LAW APPELLATE TRIBUNAL, NEW DELHI The tribunal partly allowed the appeal, reinstating the appellant as a director and declaring the continuation of the 3rd respondent as a director invalid. All decisions involving the 3rd respondent, including share allotments, were overturned. The tribunal directed the appellant and the 2nd respondent to make decisions in the company's best interest, set aside the penalty on the appellant, and ordered the respondents to cover the appellant's costs.
2017 (10) TMI 33 - NATIONAL COMPANY LAW TRIBUNAL, KOLKATA The tribunal allowed the petition, finding that the respondents committed acts of oppression and mismanagement. It ordered an investigation into the affairs of the company from the date when R-2 recovered possession from the Official Liquidator. The Central Government was directed to appoint inspectors to investigate and report within three months. The costs of the investigation were to be borne by the petitioners and reimbursed from the company's account.
2017 (3) TMI 1007 - NATIONAL COMPANY LAW TRIBUNAL, NEW DELHI The Tribunal ordered an audit by Price Waterhouse Coopers to investigate financial irregularities and upheld resolutions passed in Extra-Ordinary General Body Meetings. It dismissed claims regarding the cessation of a Director, directed the issuance of bonus shares, and partially allowed the petition without costs. An independent audit was ordered to ascertain losses due to financial irregularities and recover any found losses from responsible parties.
2012 (10) TMI 828 - DELHI HIGH COURT The Court sanctioned the Scheme of Amalgamation under sections 391(2) & 394 of the Companies Act, 1956, between multiple Transferor Companies and a Transferee Company. The Share Exchange Ratio was determined, compliance with legal provisions ensured, and objections addressed. Shareholders and Creditors approved the Scheme, regulatory bodies supported it, and no objections were raised. The Court directed compliance within a specified timeline, approved the transfer of assets, liabilities, and duties to the Transferee Company, and required payment of stamp duty, taxes, and charges. The Petitioner Companies agreed to deposit a sum in the Official Liquidator's fund voluntarily, concluding the proceedings.
2010 (1) TMI 956 - GUJARAT HIGH COURT The court dismissed the application, citing lack of jurisdiction to adjudicate the dispute and the applicant's failure to meet conditions for a new electricity connection. The court upheld the validity of condition 2(j), requiring clearance of outstanding dues before processing a new connection request.
2009 (3) TMI 1085 - BOMBAY HIGH COURT The court made both Company Petitions absolute, approving the scheme of amalgamation between the two companies despite potential violations of Sections 295 and 297 of the Companies Act. Shareholders unanimously approved the scheme, and concerns over the validity of resolutions by the board of directors were addressed. The court directed the lodgment of the order and scheme for stamp duty adjudication, with costs allocated to the parties involved. The court emphasized that scheme approval does not absolve liability for violations and instructed relevant authorities to act upon the authenticated order copy.
2007 (11) TMI 415 - HIGH COURT OF GUJARAT The court found accused directors guilty of late filing of the statement of affairs under Section 454(5) of the Companies Act, 1956. Despite recognizing reasonable excuses for the delay, a fine of Rs. 5,000 each was imposed on accused Nos. 2, 3, and 5. Deceased and resigned directors were discharged from the proceedings. The court concluded that substantial compliance was achieved, leading to the disposal of the criminal case.
2007 (11) TMI 404 - HIGH COURT OF MADRAS The court dismissed the application filed by the Official Liquidator against ex-directors due to insufficient specific allegations and material particulars to establish misfeasance or breach of trust under sections 542 and 543 of the Companies Act, 1956. The court emphasized the necessity of detailed and specific allegations to hold ex-directors personally liable for the company's losses and debts. The lack of specific allegations of dishonesty or misappropriation led to the rejection of claims for joint and several liability, personal liability, first charge on property, and costs against the ex-directors.
2006 (11) TMI 337 - HIGH COURT OF KERALA The court partially allowed the appeals in the case, setting aside decisions on the validity of the AGM notice, issuance of right shares, and issuance of duplicate shares. It upheld the decision to set aside the election of eight directors but rejected the re-appointment of retiring directors. The court directed the company to conduct the 12th AGM by a specified date and granted NRI shareholders one month to accept the right shares offer.
2002 (10) TMI 725 - HIGH COURT OF MADRAS The court dismissed the winding-up petition under section 433(f) of the Companies Act, 1956, as the petitioner had effective alternative remedies available under sections 397 and 398 of the Act. The court emphasized that winding up is a last resort and should be sought only when other remedies are not efficacious. Since the petitioner had already initiated separate proceedings, the court held that the winding-up petition was not maintainable and consequently dismissed it along with the related company application.
2001 (12) TMI 798 - HIGH COURT OF MADRAS The High Court dismissed the petitioner's revisions and upheld the trial court's orders, directing the petitioner to comply with the order to return the company's property. The court emphasized that the criminal court's jurisdiction and orders could not be undermined by pending civil proceedings and that the petitioner's repeated attempts to challenge the orders constituted an abuse of the judicial process. Additionally, the court imposed costs of Rs. 10,000 in each petition due to the prolonged litigation, to be paid directly to the respondent within one month.
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