2020 (10) TMI 121 - Tri - Companies Law

Restoration of company website in such a manner that client enquiries are directed to the petitioner company - direction to handover control and access of the web site to the petitioner company - direction to abstain from obstructing smooth operations of the petitioner Company in any manner - HELD THAT - It is seen that the applicants 2, 3 and 4 are not parties to TCP/ 116 /KOB/2019 in which the present IA is filed. Hence on that count itself, the I.A is not maintainable. Moreover, the contentions of the respondent in paragraph 4 of the counter is that the IA is not maintainable for the reason that the petitioner in TCP/116/KOB/2019 is not made party to the present I.A. The Respondent, however, stated in paragraph 9 of the counter that he is very much willing to provide the access of the website to the Company. But, as the Respondent herein was the Managing Director of the company, he had developed the website in order to publicize the Company and promote its business and the applicants herein have provided no assistance to the respondent and he had developed the website of the Company out of his own costs and effort, for which he was not even been paid till date. The respondent is directed to handover the control and access of the website to the applicants company, provided the applicants pay the remuneration and costs the respondent had incurred in web designing, developing, twice re-designing and rebuilding it from scratch at the insistence of the other directors/shareholders, and maintaining it for four years from 2013 to 2017. Application disposed off.

Summary

Issues: Dispute over control and access to company website, obstruction of company operations, financial loss, lease negotiations, maintainability of the application.

Dispute over Control and Access to Company Website:
The applicants filed an IA seeking directions to restore the company website, hand over control, and abstain from obstructing operations. The respondent, a former Managing Director, abandoned his position without notice, leading to the blocking of the website. The respondent refused requests to update the website, causing financial losses and hindering recruitment efforts. The applicants emphasized the need for website access to negotiate a lease renewal and resume operations.

Obstruction of Company Operations:
The respondent's actions, including blocking the website and publicizing disputes, negatively impacted the company's operations. The inability to access the website hindered recruitment and led to financial unsustainability. The company's negotiating position for lease renewal was weakened without website access, affecting the viability of operations.

Financial Loss and Lease Negotiations:
Due to the respondent's actions, the company faced financial losses, necessitating a potential sale or lease renewal. The inability to access the website affected negotiations with a lessee, highlighting the critical need for website functionality to sustain operations.

Maintainability of the Application:
The respondent contended that the application was not maintainable as the petitioner was not a shareholder and failed to comply with legal provisions. The respondent accused the applicants of colluding to deprive rights and cause litigation. The respondent demanded remuneration for website development and maintenance costs before handing over control. The Tribunal, considering the arguments, directed the respondent to provide website access upon payment of the requested amount by the applicants.

In conclusion, the Tribunal disposed of the IA by ordering the respondent to hand over website control upon payment of remuneration and costs incurred. The decision aimed to address the dispute over website access and facilitate negotiations for lease renewal and company operations.