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TMI Blog2011 (3) TMI 1487X X X X Extracts X X X X X X X X Extracts X X X X ..... Act and is governed by its provisions. It is formed for the purpose of promoting sports and providing facilities for the same and also for the entertainment as stated in its memorandum of association. Its very foundation is the utmost mutual trust and confidence by its members that those who are in its control and management will act only in its interest and the interest of its members and in such a way that the interest of the club or its members or of any one or more of them is not jeopardised in any manner whatsoever. The majority of the directors on the board of the club including its office bearers, are managing its affairs in a way injurious to the interest of the club and its members. The petitioner had, therefore, raised objections ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... vested under article 21 of the articles of association of the club. Thereafter, the petitioner had contacted the president of the club and discussed the entire matter with him and satisfied him about the unjust and illegal nature of the proposed action. But to his surprise he received a letter dated July 22, 2008, from the said president of the club that the board of directors of the club had in their meeting held on July 21, 2008, resolved with majority to expel the petitioner from the primary membership of the club with immediate effect and that he should not enter in the premises of the club as a member nor as a guest of a member as well as not use the club facilities. The expulsion of the petitioner as a member of the club and omission ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... sts. The issues involved in the present petition are not triable before this Bench in the proceedings under section 111(4) of the Companies Act, 1956. The present petition is not maintainable at law and is required to be rejected. The petitioner seeks to challenge the decision taken by the board of directors of respondent No.1 to expel the petitioner as the member of the club. The petitioner has been expelled as a member of the club in exercise of the power conferred on the board of directors and in accordance with the procedure laid down under article 21 of the articles of association of respondent No. 1. It is not a case of rectification of register of members but it is a case of expulsion of the member in accordance with the procedure la ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the club by using abusive and unparliamentary language against the office bearers and the board of directors in the 19th annual general meeting of the club held on June 19, 2008 and therefore a notice dated June 20, 2008, was given to the petitioner and after following the requisite procedure prescribed in the articles of association of the club, the petitioner has been expelled as a member of the club. The removal of the name of the petitioner from the register of members of the club is only a necessary and consequential procedure required to be undertaken upon the petitioner being expelled as a member by a board resolution passed with majority by the board of directors in its meeting held on July 21, 2008. It cannot be said that the name ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Heard learned counsel for the respondent. None appeared for the petitioner. After analysing the pleadings and documents, the main issue felt for consideration is whether the petition is maintainable under section 111(4) of the Act. It is an admitted fact that the petitioner was a member of the club and he was expelled from the membership by the board of directors of the club, in accordance with the articles of association. The petitioner filed the petition under section 111(4) of the Act and sought a declaration that the proceedings of the board of directors of the club held on July 21, 2008, is illegal, invalid, non existent and not binding upon the petitioner and sought direction to rectify the register of members by entering the name of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of any person having become, or ceased to be, a member (including a refusal under sub-section (1)), the person aggrieved or any member of the company, or the company, may apply to the Company Law Board for rectification of the register. " 7. From the above provision of law it is clear that it deals with the transfer or transmission of any shares or interests of a member or debentures of the company only. While dealing with the shares if the names of any person entered in the register of members without sufficient cause or having entered in the register omitted there from without sufficient cause, the person aggrieved or any member of the company or the company may apply to the Company Law Board for rectification of the register of member ..... X X X X Extracts X X X X X X X X Extracts X X X X
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