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TMI Blog2012 (7) TMI 56X X X X Extracts X X X X X X X X Extracts X X X X ..... is not correct - the appointment of 3rd Respondent was done away back in the year 1993 and the petitioner signed the annual returns and there is no document to show that the petitioner expressed his concern with regard to misrepresentation by the respondents. Raising of such issue after lapse of 16 years is completely unwarranted and an after thought - extraordinary general meeting to propose a resolution to remove the first petitioner reason given in the explanatory statement that the first petitioner has acted against the interest of the company, respondent’s intention to remove the petitioner as a director is quite evident and obviously the statutory provision, viz., section 283(1)(g) applied to remove the petitioner as a director, thus even in a quasi partnership, a partner/director can be removed if his acts are prejudicial to the interest of the company – against petitioner. - co. petition no. 131 of 2009 - - - Dated:- 23-1-2012 - KANTHI NARAHARI, J. Pradip Jain and Raja Ratan Bhura for the Petitioner. Satish J. Shah, Gauri Gandhi Kothari and Ramachandra Yadav for the Respondent. ORDER Kanthi Narahari, Judicial Member The present petition is filed ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rt of the same learned counsel for the petitioner relied upon the following decisions : ( i ) In the matter of Sumit Jain v. Alliance Dermatological (P.) Ltd. [2009] 150 Comp Cas 198/95 SCL 26 (CLB - New Delhi). It is of the view (page 202 of 150 Comp Cas) "Even otherwise, in a quasi partnership, removal of a partner/director that too by applying section 283(1)(g) of the Act is a gross act of oppression. From the tenor of the reply of the respondents wherein they have made various allegations against the petitioners, it is quite apparent that their intention to remove the petitioner as a director is quite evident and obviously the statutory provision, viz., section 283(1)(g) of the Act had been applied to remove the petitioner as a director. No doubt, even in a quasi partnership, a partner/director can be removed if his acts are prejudicial to the interest of the company". ( ii ) In the matter of Smt. Abha Puri v. Amethi Hume Pipes (P.) Ltd. [2009] 150 Comp Cas 850/95 SCL 263 (CLB - New Delhi). 2. Respondents Nos. 1 to 3 filed detailed reply. Shri Satish Shah, learned counsel appearing for the said respondents submitted that the present petition is wholly misconc ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ion to remove the first petitioner as director. Accordingly Form 32 was filed with the Registrar of Companies. It is submitted that the third respondent was appointed as director with effect from December 21, 1993, consequent upon the resignation of Mr. N. K. Chakravorty. Form 32 which was submitted to the Registrar of Companies on January 6, 1994, was signed by the first petitioner. The shares which was transferred from Chakravorty to the third respondent was in accordance with the provisions of the articles of association of the company and the position was reflected since 1993 in the accounts and statutory returns of the company. In view of the reasons stated in the reply learned counsel for the respondents submitted that the petitioners have not made out any case either on oppression or on mismanagement and the same is liable to be dismissed. 3. Heard learned counsel appearing for the parties and perused the pleadings, documents and citations relied upon by them. After analysing the pleadings, it is to be decided whether the petitioners have made out any case to grant reliefs as prayed for. From the reliefs it is seen that the petitioners have sought indulgence of this Benc ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s. Moreover the appointment was done away back in the year 1993 and the petitioner signed the annual returns and there is no document to show that the petitioner expressed his concern with regard to misrepresentation by the respondents. Raising of such issue that too, after lapse of 16 years is completely unwarranted and an after thought. So far as the removal of the first petitioner as director is concerned the petitioner has not made out any ground to challenge the same. On the other hand from the documents it appears that the company issued notice dated March 17, 2009 to his members calling extraordinary general meeting to propose a resolution to remove the first petitioner as director of the company. The explanatory statement attached to the notice wherein it is stated that the board of directors in their meeting held on March 14, 2009 have considered the requisition dated March 3, 2009 and decided to convene the extraordinary general meeting. It is also stated that the first petitioner acted against the interest of the company and attempted to stop the banking accounts. The petitioner though mentioned about the notice of removal however he had not made any grounds to challenge ..... X X X X Extracts X X X X X X X X Extracts X X X X
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