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TMI Blog2011 (7) TMI 1001X X X X Extracts X X X X X X X X Extracts X X X X ..... ading of the petition indicating a situation impracticable to call EGM by the Board of the Club ; secondly the meeting was already called by the time petition was moved before this Bench and the meeting was already held by the time the petitioners' counsel made his submissions. Petition is dismissed - CA NO. 159 OF 2011 & CP NO. 317 (186)/KB/2011 - - - Dated:- 29-7-2011 - B.S.V. PRAKASH KUMAR, J. Arun Kr. Lal Gupta for the Petitioner. Jishnu Saha and Kallol Saha for the Respondent. ORDER 1. The petitioners moved this petition against the respondents under section 186 of the Companies Act, 1956 read with section 44 of Company Law Board Regulations, 1991, seeking reliefs as follows : ( a ) To declare the proposed meet ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e liabilities of the members are limited by guarantee. Second respondent is the honorary secretary circulated the resolution of the Board of directors proposing to hold an extraordinary general meeting ('EGM') on 23rd April, 2011 for adoption of a resolution passed in the executive committee meeting held on 17th March, 2011 to change the articles of association - (1) for increasing the number of members from 500 to 700 ; (2) to authorise the executive committee to admit new members ; (3) to convert associate members as members of the Club ; (4) to provide opportunity for all the members to take part in the management of the Club by imposing restriction on period of holding the post of president, vice-president, honorary secretary and hono ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... risdiction under section 186 of the Act. He has not even filed any reply to this petition saying that this petition need not be dealt with any reply as because there is no cause of action to raise this litigation under the aforesaid section of the Act. 5. The petitioners' counsel, Mr. Arun Kumar Lal Gupta, argued at length saying that this Bench has jurisdiction to pass the reliefs as sought in this petition relying upon citations in between S. Suppiah v. Century Flour Mills Ltd. [1975] 45 Comp Cas 450 (Mad.); and also another case of Supreme Court in between R Rangachari v. S Suppiah AIR 1976 SC 73, which is a judgment in the appeal over the order passed in the earlier citation. The petitioners' counsel contended that the Club ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... l meeting, in any manner in which meetings of the company may be called or to hold or conduct the meeting of the company in the manner prescribed by this Act or the articles the Tribunal may, either of its own motion or on the application of any director of the company, or of any member of the company who would be entitled to vote at the meeting - ( a ) order a meeting of the company to be called, held and conducted in such manner as the Tribunal thinks fit ; and ( b ) give such ancillary or consequential directions as the Tribunal thinks expedient including directions modifying or supplementing in relation to the calling, holding and conducting of the meeting, the operation of the provisions of this Act and of the company's arti ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... calling a Board meeting nor is there any other grounds leading to create any impracticable situation for calling a general body meeting. According to the citation supra (para 7) of hon'ble Supreme Court, relied upon by the petitioner's counsel, it is clear that court has no power to make any order regarding the holding and conducting any meeting which has already been called without ordering a meeting of a company to be called in place of the meeting already called. The language of sub-section (1) of section 186 of the Act makes any meeting called, held and conducted in accordance with an order under sub-section (1) to be a meeting of a company duly called, held and conducted. The order under clause (a) of sub-section (1) of section 186 ha ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... see whether any impracticable situation subsists in the Board to exercise powers under section 186 of the Act. l3. The petitioners filed CA No. 159/2011 for addition of the prayer for calling a fresh meeting by poll of vote by ballot under the supervision of this Bench. This prayer is not consistent with reliefs sought in the main petition, so it cannot be considered as supplemental prayer to the prayers already made in the original petition. Apart from this, there is no pleading in this application indicating a situation impracticable to call a meeting by the Board which is precondition for invoking jurisdiction under section 186 of the Act. On these grounds I don't find that this amendment application is of any help to the main petit ..... X X X X Extracts X X X X X X X X Extracts X X X X
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