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Showing 81 to 100 of 4170 Records Search Text: section 283 companies act |
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2019 (7) TMI 525 - NATIONAL COMPANY LAW TRIBUNAL - BENGALURU BENCH The Tribunal dismissed the company petition, finding the allegations of oppression and mismanagement unsubstantiated. The legal heir was allowed to be impleaded but could not maintain the petition based on his father's claims. The Tribunal advised the legal heir to seek transmission of shares and pursue any grievances separately if necessary.
2019 (6) TMI 1032 - NATIONAL COMPANY LAW APPELLATE TRIBUNAL NEW DELHI The NCLT upheld the appointments of Respondents 6 and 7 as Directors despite irregularities, directing fresh decisions by the company's members. The transfer of 9040 shares was set aside due to procedural lapses but acknowledged consideration payment, requiring a fresh decision. The resignation of Respondent 20 was deemed inconclusive, restoring the original Board of Directors. The appointments of Respondents 3 and 8 were upheld for business continuity, with future appointments mandated to follow proper procedures. The rights issue of 27081 equity shares was upheld for company expansion, with the appeal dismissed, affirming the NCLT's order.
2018 (9) TMI 1004 - NATIONAL COMPANY LAW APPELLATE TRIBUNAL, NEW DELHI The National Company Law Tribunal, Kolkata Bench, upheld the original order dismissing the appeal regarding various issues including the validity of share capital increase, allotment of shares, changes in registered office, directorship, payments stoppage, agreement validity, and allegations of oppression and mismanagement. The Tribunal found in favor of the respondents, stating that the actions taken were justified and lawful, with no merit in the appellants' claims. The appeal was dismissed, and no costs were awarded.
2018 (4) TMI 1248 - NATIONAL COMPANY LAW TRIBUNAL, CHENNAI The Tribunal dismissed the petition, ruling in favor of the Respondents. It found that the actions taken, including the sale of company property and the forfeiture of shares, were in line with legal provisions and beneficial for the company. The Petitioner's claims regarding illegal activities were not substantiated, and the Tribunal concluded that the Respondents acted appropriately. Any interim orders were lifted as a result of the dismissal.
2017 (12) TMI 1662 - NATIONAL COMPANY LAW TRIBUNAL, CHENNAI The Tribunal found the share allotments made on 25.04.2008 and 11.08.2010, the continuance of Respondent No. 3 as a Director, and the appointment of Respondent No. 4 as a Director to be illegal and invalid. Consequently, the share allotments, Board Meetings, EoGMs, and rights offer on specific dates were set aside. The 1st Petitioner was appointed as Managing Director, and the shareholding pattern was to be restored to a previous date. An independent Auditor was to assess share values, with purchasing priority given to the Petitioner. No changes in the Board or shareholding were permitted until this process was completed.
Notes on Clauses The Companies Bill, 2011 outlines various clauses that align with sections of the Companies Act, 1956, establishing a comprehensive framework for company formation, management, and dissolution. Key provisions include defining expressions, setting requirements for company memorandums and articles, procedures for incorporation, and regulations on share capital and securities. It empowers the Central Government to register charitable companies and outlines penalties for non-compliance. The Bill also addresses corporate governance, including board responsibilities, director qualifications, and shareholder rights. It introduces mechanisms for handling insolvency, restructuring, and investigation, and establishes the National Company Law Tribunal and Appellate Tribunal for adjudicating corporate disputes.
2007 (10) TMI 676 - COMPANY LAW BOARD, NEW DELHI The Company Law Board dismissed the application for deletion from the array of parties, rejected the referral to arbitration, and denied relief on directorial and financial matters related to the MOU/Agreement. The illegal allotment of shares was set aside, and interim orders were vacated, with no costs awarded.
2006 (8) TMI 586 - Company Law Board The final judgment concluded that the respondents failed to adequately refute allegations of oppression and mismanagement. The resolutions removing the petitioners from directorship and appointing additional directors were declared null and void. The increase in authorized share capital and subsequent share allotment were set aside. The court ordered the appointment of nominee directors from financial institutions to protect their interests and mandated a special audit of the company's accounts. The petition was disposed of with these directives, and no order regarding costs was issued.
2005 (4) TMI 301 - HIGH COURT OF ANDHRA PRADESH The court dismissed the petition for winding up M/s. Kobashi Machine Tools Private Limited, emphasizing that winding up should be a last resort and the petitioners had not demonstrated sufficient grounds. The court highlighted the importance of considering the company's overall interests, including employees and shareholders, before deciding on winding up. The court noted the company's financial health and its significance to national defense and aerospace sectors. The petitioners were ordered to pay the cost of valuing the company's assets.
2001 (11) TMI 955 - HIGH COURT OF MADRAS The court granted relief to the petitioner under section 633(2) of the Companies Act, exempting him from liability for alleged violations. Despite being an ex officio director/chairman, the court found the petitioner acted in good faith, without negligence, and should not be held liable. The court emphasized that all directors, regardless of their status, are equally responsible for compliance with statutory provisions. The petitioner's part-time role and lack of involvement in day-to-day management were considered in relieving him from liability.
1985 (1) TMI 261 - HIGH COURT OF MADHYA PRADESH The court found the original petition under sections 397, 398, 402, 403, and 450 of the Companies Act, 1956, not maintainable due to non-compliance with legal requirements. It held that the petition could not be converted into a winding-up petition and emphasized the importance of complying with Rule 88 of the Companies (Court) Rules, 1959. The court highlighted the workers' locus standi and principles of natural justice, rejecting the application of the dissolution of partnership principle. Additionally, it directed the respondent to explore alternative remedies under the Companies Act, ultimately setting aside the previous order and allowing both appeals with costs.
1967 (7) TMI 98 - HIGH COURT OF CALCUTTA The court dismissed the application, finding no evidence that it was impracticable to call a general meeting or that the Bhesania group had ceased to be directors. Emphasizing the need for bona fide applications in the company's best interests, the court ruled against the petitioner's request to remove existing directors. The court highlighted the lack of concrete charges and opportunity for the Bhesania group to respond, ordering the petitioner to cover the respondents' costs.
2023 (3) TMI 178 - NATIONAL COMPANY LAW APPELLATE TRIBUNAL , CHENNAI The Tribunal declared the Circular Resolutions dated 03.11.2020 void due to procedural violations. The relief for forming an Interim Committee was deemed unnecessary, and the Contempt Petition was resolved with an advisory direction to the 9th Respondent. The main Company Petition (CP/794/2020) will continue for parties to present arguments.
2017 (5) TMI 853 - NATIONAL COMPANY LAW TRIBUNAL, CHANDIGARH The Tribunal directed the recovery of excess remuneration paid in violation of Section 314, dismissed most allegations of oppression and mismanagement, and ordered the exit of petitioners from the company at a fair value determined by an independent valuer. The decision emphasizes the distinction between statutory violations and business decisions, providing a structured exit mechanism to resolve the family dispute within the company.
2017 (5) TMI 588 - NATIONAL COMPANY LAW TRIBUNAL, CHANDIGARH The Tribunal found violations of Section 314 of the Companies Act, 1956 regarding excessive salaries to relatives of directors. It held that statutory violations cannot be waived and directed recovery of excess payments unless a waiver is obtained. The appointment of managing directors was upheld based on experience and proper approval processes. The petitioners' claims regarding improper director appointments, retirement benefits, business decisions, and subsequent events were dismissed. The respondents were directed to buy out the petitioners' shares at a fair value determined by an independent valuer, with other reliefs declined.
2015 (4) TMI 1186 - COMPANY LAW BOARD, MUMBAI The court found in favor of the Petitioner, declaring the increase in authorized share capital, allotments, and transfers of shares as illegal and void due to lack of notice and oppressive intent. The removal and appointment of directors were deemed illegal and oppressive as well. Mismanagement and suppression of information were established. The court ordered the reversal of illegal actions, restoration of the Petitioner's shareholding, reinstatement as director, and compliance with statutory requirements within 45 days. Other prayers were declined, and no costs were awarded.
2014 (9) TMI 1279 - COMPANY LAW BOARD, KOLKATA The court found no merit in the petitioners' allegations regarding share allotments, removal of a director, mismanagement, misuse of funds, non-disclosure of related party transactions, and issuance of bonus shares. The court upheld the share allotments of 2009 and 2011, removal of the director in 2003, and issuance of bonus shares in 2011. It directed the respondents to purchase the petitioners' shares at a fair value determined by an independent valuer, based on the Balance Sheet as of March 31, 2013. The statutory auditor was tasked to verify any inadmissible expenses. The petition was disposed of with no order as to costs.
2012 (4) TMI 47 - CALCUTTA HIGH COURT The Supreme Court found a "full proof case of oppression" but did not order the winding up of the company, deeming it not in the interest of the parties or the company. Several resolutions adversely affecting the appellants were set aside, and the status quo ante 19th April 1995 was restored. The High Court concluded that the Board of Directors must be reconstituted as per the status quo ante 19th April 1995, and fresh notices for the 7th to 12th AGMs should be issued within six weeks of the Board meeting, allowing the meetings to be held subject to specified terms.
1998 (12) TMI 626 - KERALA HIGH COURT The court found the board meetings held on August 18, 1992, and August 29, 1992, to be illegal and void due to procedural irregularities and fraudulent conduct. The co-option of additional directors and decisions to lease the hospital and purchase equipment were deemed invalid. The forfeiture and sale of shares held by the first plaintiff were also ruled invalid. However, the general body meeting held on November 6, 1992, was upheld as valid. The civil court was determined to have jurisdiction to entertain the suits, leading to the dismissal of appeals and upholding of relevant decrees.
1970 (6) TMI 46 - CALCUTTA HIGH COURT The court dismissed all applications, ruling that the Petitioner, a company in voluntary liquidation, was not entitled to maintain the application under Sections 397 and 398 of the Companies Act due to losing its member rights. Allegations of oppression and mismanagement were not substantiated, and the Respondents were found not guilty of acts prejudicial to the company. The court held that the Petitioner was not entitled to any reliefs claimed, and all applications were dismissed with costs awarded against the Petitioner.
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