9911796707
TMI Blog2009 (2) TMI 820X X X X Extracts X X X X X X X X Extracts X X X X ..... other defendants in accordance to the Board's resolution. Prayer is also made that defendants be restrained from dispossessing the plaintiffs from the premises. 2. On the very day of presentation of this suit on 12.11.2003 the Court had asked the plaintiffs to address the arguments on the maintainability of the suit however, the matter remained pending for considering the maintainability of the suit for such a long time. 3. Brief facts relevant for the purpose of deciding this issue are that the defendant no.1 company was a tenant in property no. 3 Amrita Shergill Marg, New Delhi. This property was leased by defendant no.5 M/s H.G.Gupta and Sons (HUF) to defendant No. 1 Company for residence of its officers. The company by a resol ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... at the resolution was in contravention of Section 299 of the Companies Act, since the Directors, who passed the resolution had not disclosed their interests. It is submitted that defendants no. 2-4 being Directors of defendant No. 1 Company had also interest in the property, in question, being co-parceners of the HUF (defendant no. 5) and since they did not disclose their interests under Section 299 of the Companies Act, the resolution was bad in the eyes of law. The other ground taken is that defendant No. 1 Company had taken this property on lease from defendant no.5 HUF vide its special resolution passed in an extraordinary General Meeting of shareholders held on 27.1.1974 for use and occupation of company officers, the plaintiffs have b ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ent meeting of the Board of Directors as a Director. He has no right to challenge the resolution of the company of surrendering the tenancy before a Civil Court. Even if, he was living in the premises with the permission of the Company or without the permission of the company, he has no locus standi to challenge the resolution of the company on the ground of violation of Section 299 of the Companies Act since he and other Directors were aware of the interests of all the Directors. Similarly, plaintiff no. 2, who is only a shareholder of defendant no.1 company has no right to challenge the resolution passed by Board of Directors of Company. A shareholder has a right only to the dividend and of participation in the Annual General Meetings and ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... out to the company, can be allotted by the company to any of the officials. The plaintiffs have no prerogative to live in a company's property without the permission of the company. It is not the case of the plaintiffs that they have any exclusive or special right to live in the property. They have approached the Court with an ulterior motive of retaining the property illegally. The excuse of Board's resolution having been void has been just taken as a farade. Plaintiff no. 1 has already been proceeded against by defendant no.1 company under appropriate provisions of Company law for illegally remaining in possession of the property. In fact it is he, who is interested in retaining the property to the exclusion of other co-parceners ..... X X X X Extracts X X X X X X X X Extracts X X X X
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