1995 (9) TMI 263 - HC - Companies Law

Summary

Issues:
- Applicability of section 163(6) of the Companies Act, 1956
- Validity of the impugned order by the Company Law Board
- Justifiability of the demand for advance payment by the appellant-company
- Timeframe for supplying copies and practical difficulties faced by the appellant-company
- Modification of the impugned order
- Challenge to the vires and validity of section 163(3) and (4) of the Companies Act

Analysis:

The judgment in this case revolves around an appeal against an order issued by the Company Law Board, Western Region Bench, Bombay, concerning the appellant-company's refusal to provide extracts from the register of its members to the respondent. The respondent had requested the extracts, but a dispute arose regarding the advance payment demanded by the appellant for preparing the copies. The Company Law Board directed the appellant to quantify the amount payable by the respondent and subsequently provide the copies within a specified timeframe. The appellant challenged the order, arguing that the demand for advance payment was justified due to the voluminous work involved in preparing the copies.

The appellant contended that the time frame given by the Company Law Board to supply the copies was inadequate considering the practical difficulties faced by the company. The appellant highlighted the substantial number of members in the company and the time required to prepare the copies, suggesting that the given timeframe was unreasonable. The judgment acknowledged the practical challenges faced by the appellant and emphasized the statutory obligation to provide copies upon request, subject to reasonable charges.

The judgment delved into the specifics of preparing the copies, considering the number of members and the cost implications. It was suggested that the appellant could either charge Rs. 2,280 for typed copies to be provided within six months or Rs. 3,800 for xerox copies to be supplied within two weeks. The court modified the impugned order accordingly, providing these options to the respondent for obtaining the copies.

Furthermore, the judgment briefly addressed the challenge to the vires and validity of sections 163(3) and (4) of the Companies Act, noting that it was not necessary to delve into this issue for the disposal of the appeal. The court left this question open for future consideration, focusing primarily on the specific matter at hand.

In conclusion, the appeal was partially allowed, and the impugned order was modified to provide a reasonable timeframe and payment options for the respondent to obtain the copies of the register of members. The judgment emphasized the balance between statutory obligations and practical constraints faced by the company in fulfilling such requests, ultimately aiming to resolve the dispute effectively.