9911796707
TMI Blog2016 (3) TMI 1359X X X X Extracts X X X X X X X X Extracts X X X X ..... disclosed to its investors/shareholders true and correct state of affairs in its Annual Report and Director's Report for the year 2014-15. It is alleged in the petition that respondent no. 1 is adamant in holding its AGM in violation of statutory provisions to perpetuate a fraud and to legalize siphoning of Rs. 18,000 crores without disclosing the true and correct state of affairs to the petitioner and other stakeholders/shareholders. 2. On the other hand, in the counter-affidavit it is stated that the petitioner is a holder of only two shares out of a total of 32.35 crores issued shares, i.e., holder of only 0.00000000006811% of the equity share capital of respondent no. 1. It is also stated in the counter-affidavit that petitioner ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... t, while administration is left to the Executive Government, subject to a measure of control by Parliament through its power to force a change of Government. Like the Government , the Directors will be answerable to the "Parliament‟ constituted by the general meeting. But in practice (again like the Government), they will exercise as much control over the Parliament as that exercises over them. Although it would be constitutionally possible for the company in general meeting to exercise all the powers of the company, it Clearly would not be practicable (except in the case of one or two - man- companies) for day-to-day administration to be undertaken by such a cumbersome piece of machinery. So the modern practice is to confer on the Di ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... control over the Directorate in a democratic manner is to alter the articles so as to restrict the powers of the Directors for the future or to dismiss the Directorate and appoint others in their place. The holder of the majority of the stock of a corporation have the power to appoint, by election, Directors of their choice and the power to regulate them by a resolution for their removal. And, an injunction cannot be granted to restrain the holding of a general meeting to remove a director and appoint another." (emphasis supplied) 6. Keeping in view the aforesaid mandate of law as well as the fact that AGM has already been held, I am of the view that petitioner is not entitled to any relief. 7. In any event, even if there is violatio ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
