1940 (10) TMI 7 - HC - Companies Law

Summary

Issues: Application under Section 249-A for company's default under Section 87 of the Indian Companies Act.

The judgment pertains to an application made under Section 249-A, sub-section (1) of the Indian Companies Act, regarding a company's default under Section 87. The applicant, a member of the company, sought to address the company's failure to notify the Registrar of changes in the occupations and particulars of nine directors, as required by Section 87. The company's duty under Section 87 includes maintaining a register of directors and notifying the Registrar of any changes within specified timeframes. Failure to comply with these obligations can result in fines under sub-section (4) of Section 87.

The court emphasized the company's obligation to maintain accurate director registers and promptly notify the Registrar of any changes, rejecting the argument that the company is only required to notify changes when directors inform them. The judgment highlighted the importance of the company proactively monitoring and updating director information to fulfill its statutory duties effectively. The company in question failed to notify the Registrar of nine director changes within the prescribed timeframe, leading to the application under Section 249-A to address this default.

Regarding the method of notification to the Registrar, the court addressed the company's submission that separate forms should be filed for each director change. However, the court ruled that filing one comprehensive form containing all director alterations was sufficient to rectify the default. The judgment clarified that the purpose of Form No. XXVI, required for notifications, is to provide accurate information to the Registrar and that the company's filing of one complete form covering all changes effectively fulfilled its obligation.

In conclusion, the court held that the company's filing of one comprehensive form to notify all director alterations was adequate to rectify the default under Section 87. The judgment highlighted the importance of complying with statutory duties related to director registers and notifications to the Registrar, emphasizing the significance of accurate and timely information submission. The court ordered the company to pay the costs of the applicant and the Registrar of Joint Stock Companies, attributing the issue to the company's default in fulfilling its obligations under the Indian Companies Act.