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TMI Blog2020 (3) TMI 1210X X X X Extracts X X X X X X X X Extracts X X X X ..... the whole-time director on May 10, 2016 and continued as a director of the company thereafter, only claiming the sitting fees of ₹ 10,000 for each meeting. No documentary evidence has been placed on record to indicate that the petitioner had ever raised any objection to the payment of salaries at the rate of ₹ 30,99,998 per annum. Further, the offer letter dated March 16, 2015 clearly stipulates : To formalise your acceptance of our offer, please sign, date and return a scanned copy of the letter as soon as possible . Thus, without acceptance of the offer, no contract can be deemed between the petitioner and the corporate debtor. The petitioner has not placed any signed copy of the offer letter signifying his acceptance of t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on the prevailing price at BSE in the future. The petitioner was also informed that he would be given a cumulative 15 per cent. of the net profits of his division as incentive at the end of the year. (b) That the operational creditor was never paid the entire salary. The total amount due to the operational creditor in terms of salary is ₹ 1,71,32,000 (which includes balance due to be paid for 24 months, i. e., ₹ 1,38,00,000 (₹ 5,75,000 x 24) and outstanding salary for 4 months, i. e., ₹ 33,32,000 (₹ 8,33,000 x 4)). (c) That on December 13, 2016 an amount of ₹ 6,23,749 was credited against the 3 months pending salary and immediately ₹ 6,23,838 was debited stating that there was a shortage of fu ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... dated March 16, 2015 the operational creditor was offered the position of executive director in the corporate debtor and the compensation and other perks as per terms and conditions dis cussed on a pro-rata basis from the date of joining. In the offer letter it was stated that the annual salary would be ₹ 1,00,00,000 and preferential allocation of shares at ₹ 15 with a locking period of until end of September, 2015. Vide the said offer letter, the petitioner herein was requested to return the offer letter duly signed with date to formalize the acceptance of the offer. However, the petitioner herein has not returned the offer letter duly signed to formalize the acceptance of the offer. (iii) That the remuneration committee of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... irector and to continue him as a director with effect from May 11, 2016. Thereafter, Sri Raghav Beeram attended six board meetings and received sitting fee at ₹ 9,000 for each meeting with effect from August 11, 2016 to March 30, 2017. (vi) That the applicant received salary during his continuation as a whole-time director of the company from May 7, 2015 to May 11, 2016 and subsequently he received sitting fee in each meeting of the board of directors of the company. The applicant herein, never raised any objections with respect to his remuneration during his continuation as a whole-time director or director of the company in spite of his participation in board meeting and annual general meetings. (vii) That the applicant herein ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... brought to the notice of the applicant that the corporate debtor does not owe any amount or shares to the applicant. Counsel for the applicant has sent one more notice dated August 2, 2018 in Form 3, which is similar to the notice dated April 6, 2018 and the same was also replied by the respondent-company vide letter dated August 16, 2018. (xi) That the applicant herein has relied on a memorandum of under standing dated January 18, 2016. As per clause 2 of the memorandum of understanding, the memorandum of understanding shall come into force from the date of signing by the parties to the memorandum of under standing. The said memorandum of understanding is unsigned and the same cannot be enforced against the respondent-company. The appl ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... orate debtor on the same salary/remuneration until he himself resigned from the post of the whole-time director on May 10, 2016 and continued as a director of the company (page 127 of the counter affidavit) thereafter, only claiming the sitting fees of ₹ 10,000 for each meeting. No documentary evidence has been placed on record to indicate that the petitioner had ever raised any objection to the payment of salaries at the rate of ₹ 30,99,998 per annum. 8. Further, the offer letter dated March 16, 2015 clearly stipulates : To formalise your acceptance of our offer, please sign, date and return a scanned copy of the letter as soon as possible . Thus, without acceptance of the offer, no contract can be deemed between the petiti ..... X X X X Extracts X X X X X X X X Extracts X X X X
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