1985 (11) TMI 192 - HC - Companies Law

Summary

Issues Involved:
1. Validity of the company petition filed u/s 397 and 398 of the Companies Act, 1956.
2. Requirement of written consent from all authorized members u/s 399(3).
3. Inclusion of new applicants who do not fulfill the requirements of section 399(1)(a) or (b).
4. The role and interest of the original petitioner, V.K. Mathur.

Summary:

1. Validity of the Company Petition:
The petition was filed by V.K. Mathur under sections 397 and 398 of the Companies Act, 1956, based on an authorization from the Company Law Board u/s 399(4). The petition was initially supported by an affidavit from V.K. Mathur but lacked the names and consents of other supporting petitioners, which led to several adjournments and interim orders.

2. Requirement of Written Consent:
The court emphasized that u/s 399(3), the written consent of all authorized members must be filed with the application. Despite repeated opportunities, V.K. Mathur failed to produce the consent or supporting affidavit of any other authorized member. The absence of these consents rendered the petition non-compliant with the statutory requirements.

3. Inclusion of New Applicants:
The petitioner sought to include six new applicants as supporting petitioners through C.A. No. 899 of 1985. However, these applicants were not part of the original authorization by the Central Government u/s 399(4). The court held that allowing these new applicants would defeat the purpose of the statutory provisions and circumvent the requirements of section 399.

4. Role and Interest of V.K. Mathur:
The court noted that V.K. Mathur appeared disinterested in pursuing the petition, as evidenced by his failure to file a supporting affidavit for the amended petition. The court concluded that the petition was being used by others who were not authorized by the Company Law Board, which constituted an abuse of the restrictive provisions of section 399.

Conclusion:
The court dismissed both Company Petition No. 91 of 1982 and C.A. No. 899 of 1985 as not maintainable due to non-compliance with the statutory requirements and the lack of genuine interest from the original petitioner, V.K. Mathur.