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TMI Blog2021 (4) TMI 946X X X X Extracts X X X X X X X X Extracts X X X X ..... in the affairs of the respective Companies. All five Companies are part of the same group. The allegations pertaining to siphoning of funds, bogus entries in the books in respect of raw materials and components consumed during the year 2017-18, fictitious purchases etc. The gist of the allegations, interim orders prayer for and those granted, are contained in the subsequent paragraphs. C.P. No. 3/KB/2021: 2. In this Company, Petitioner No. 1 and Respondents 2 & 3 are directors. Respondent No. 6 is a Partnership firm run by the respondents, while R7 is the Auditor. This Company was acquired apparently for holding shares of a Company called Red Oak Holding Private Limited. In this Company the Petitioners together hold 42.5% of the sharehold ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... . 5. The respondents are hereby directed to file their affidavit in reply both to the CA as well as the main CP, within four weeks. Copies of the reply affidavit shall be served on the Authorised Representative of the Petitioners. CP No. 5/KB/2021: 6. In this Company Petition three group companies are holding 98.15% shares of the total paid up share capital of the respondent No. 1 company, viz., Idea Vintrade Pvt. Ltd. - 29.56%, (ii) Sanskriti Composites Pvt. Ltd. - 29.98% and (iii) Jaikaali Tracom Pvt. Ltd. - 38.61%. The Jaikaali is a subsidiary of Manas Distributors Pvt. Ltd. which is holding its 99.03% shares. 7. Since the Petitioners/applicants are not holding the shares directly in the respondent No. 1 company they do not fulfill r ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... f the Petitioner No. 1. 11. It is the specific case of the Petitioners that they have been forcefully prevented from entering in the premises of R1 company since April, 2018, since they did not cooperate in the ill-motives and design of the R2 to R7. Further, salaries have been paid to non-executive directors, which is in contravention of the Companies Act, 2013. If it is the case of the Respondents that R2 & R3 are Executive Directors then the annual returns of 2018 are wrong, Mr. Sanjay Gupta, Ld. Authorised Representative submitted. In so far as the annual return of 2019 are concerned, there is an increase of 360% in respect of the salaries paid to two directors who have been classified as Non-Executive Directors and two others who have ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of the Respondents sought time to file a reply to the present petition and urged that no interim relief be granted at this stage. 14. We have considered the submission of Mr. Sanjay Kumar Gupta, Ld. Authorised Representative appearing on behalf of the Petitioners and Mr. Ratnanko Banerji, Ld. Sr. Counsel appearing on behalf of the respondent. 15. We have considered the submissions and the totality of the circumstances, and pass orders as follows:- a. Respondent No. 1 company shall maintain status quo of its assets and investments. b. There shall be no restraint on petitioner Nos. 1 & 2, being directors, from entering the premises of Respondent No. 1 company in any manner. They shall also be entitled to access the books of records and ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s the case of the Respondents that R2 & R3 are Executive Directors then the annual returns of 2018 are wrong, Mr. Sanjay Gupta, Ld. Authorised Representative submitted. In so far as the annual return of 2019 are concerned, there is an increase of 360% in respect of the salaries paid to two directors who have classified as Non-Executive Directors and two others who have classified as Executive Directors. 19. Mr. Sanjay Kumar Gupta, Ld. Authorised Representative therefore pressed for grant of the following interim reliefs:- a. That ad interim order be passed directing the Respondents to restrain from selling, parting, alienating, encumbrance, renting, leasing or giving right of use to any third party or creating third party interest etc., ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nd considering the totality of the circumstances, pass orders as follows:- a. Respondent No. 1 company shall maintain status quo of its assets and investments. b. There shall be no restraint on petitioner Nos. 1 & 2, being directors, from entering the premises of Respondent No. 1 company in any manner. They shall also be entitled to access the books of records and other documents in order to enable them to discharge their functions as directors of R1 Company. c. Board meetings and general meetings shall be called after giving due notice to all concerned with the agenda and all relevant papers circulated therewith. 23. The Interim Reliefs granted in respect of each of the company petitions shall be in effect until further orders. 24. ..... X X X X Extracts X X X X X X X X Extracts X X X X
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