9911796707
TMI Blog2022 (3) TMI 1267X X X X Extracts X X X X X X X X Extracts X X X X ..... RT ] wherein it has been held that if interim relief is same as that of permanent relief, then it is not permissible because no case would be left for adjudication at the time of final hearing. It was further held that in such a situation, the Court shall not grant any interim relief unless the case is fully heard. This Bench is of the considered view that the prayers made by the applicants cannot be acceded to - Application disposed off. - CA Nos. 116/2021, 25/2022 in CP No. 45/Chd/Pb/2019 - - - Dated:- 17-3-2022 - Harnam Singh Thakur, Member (J) And Subrata Kumar Dash, Member (T) For the Appellant : Anand Chhibbar, Senior Advocate and Yash Pal Gupta, Advocate For the Respondents : Gyanendra Kumar and Pallavi Rao, Advocates ORDER Harnam Singh Thakur, Member (J) 1. In the main Company Petitions, the Petitioners (Respondents in following six company applications) seek the reliefs inter alia appointment of directors from the Petitioner families on the Board of Company to restore parity and equal representation of the Petitioner families, restraining respondents from participating in affairs of the company, equal shareholding and remuneration as well as pr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 21 121/2021. In view of the fact that Shri Manmohan Singh Kalsi is unable to participate in the day-to-day affairs of the company due to his poor health and will be taken to another state for his treatment and the same may take more than three months, it is absolutely necessary to appoint an alternate director so that the statutory compliances be made and the functioning of the company should not halt. 4. It is alleged by the Applicants that the illness of Shri Manmohan Singh Kalsi has led to deadlock in the meetings and consequently the respondents do not allow the companies to renew the Credit Limits with their respective Banks therefore, the existence of the Group Companies is at stakes along with thousand employees of the group companies. It is submitted that the Income Tax returns even with the interest and penalty are not filled by the end of this financial year, the same can never be filled under section 139 of Income Tax Act, 1961. It is submitted that the replacement of directors would not lead to change on composition of the Board of Directors and there is no addition of the director. 5. It is submitted by the applicants that there is a difference between appointm ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... absent director i.e. Shri Manmohan Singh Kalsi, would be in the country at the time of her appointment. Courts/Tribunals should not grant a relief or pass order direction which is not capable of implementation. Thus interim relief is misconceived as it is an attempt to treat directorship like hereditary post, which is not recognized by law. 9. It is alleged that appointment of alternate director is not necessary for undertaking statutory compliances by the company. The present application is merely an attempt to override the interim protection given by this tribunal on 19.03.2019 where the applicants herein had given the undertaking to this Tribunal that they will not disturb the shareholding pattern or constitution of the board of directors till further orders. 10. It is further alleged that, over the years, the applicant families, have tried to usurp control over the Board of Kalsi Group companies and oppress the respondent families by ensuring that they remain in minority on the boards. The Applicants herein have been misusing their majority on the board to mismanage the affairs of the respondent company and indulge in fudging of financial statements there. It is submitte ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e director and nominee director. (2) The Board of Directors of a company may, if so authorised by its articles or by a resolution passed by the company in general meeting, appoint a person, not being a person holding any alternate directorship for any other director in the company 1[or holding directorship in the same company], to act as an alternate director for a director during his absence for a period of not less than three months from India: Provided that no person shall be appointed as an alternate director for an independent director unless he is qualified to be appointed as an independent director under the provisions of this Act: Provided further that an alternate director shall not hold office for a period longer than that permissible to the director in whose place he has been appointed and shall vacate the office if and when the director in whose place he has been appointed returns to India: Provided also that if the term of office of the original director is determined before he so returns to India, any provision for the automatic re-appointment of retiring directors in default of another appointment shall apply to the original, and not to the altern ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... oA of Kalsi Valves Private Limited (CA No. 118/2021 in CP No. 43/Chd/Pb/2019) 38. The board of directors shall have powers at any time and from time to time to appoint any person as additional Director to the board in accordance with Section 260 of the Companies Act, 1956. AoA of Kalsi Metal Works Private Limited (CA No. 119/2021 in CP No. 40/Chd/Pb/2019) 38. The board of directors shall have power at any time and from time to time to appoint any person as additional Director to the board in accordance with Section 260 of the Companies Act, 1956. 39. The Directors may appoint any person to act an alternate Director during the latter's absence for a period of not less than three months from the state in which meeting of the directors are ordinarily held, but shall ipso-facto vacate the office if and when the absent Director returns to the state in which meetings of the directors are ordinarily held or the absent Director vacates the office as Director AoA of Kalsi Engineers Private Limited (CA No. 120/2021 in CP No. 41/Chd/Pb/2019) 38. The board of directors shall have power at any time and from time to time to appoint any person as additional ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of the decisions in the case of Union of India Ors. v. Modiluft Ltd., (2013) 6 SCC 65 Raja Khan v. Uttar Pradesh Sunni Central Waqf Board Anr., (2011) SCC 741 wherein it has been held that if interim relief is same as that of permanent relief, then it is not permissible because no case would be left for adjudication at the time of final hearing. It was further held that in such a situation, the Court shall not grant any interim relief unless the case is fully heard. 17. In view of the discussion foregoing, this Bench is of the considered view that the prayers made by the applicants cannot be acceded to in all these Six applications i.e. CA Nos. 116/2021 in CP No. 45/Chd/Pb/2019 CA Nos. 117/2021 in CP No. 42/Chd/Pb/2019 CA Nos. 118/2021 in CP No. 43/Chd/Pb/2019 CA Nos. 119/2021 in CP No. 40/Chd/Pb/2019 CA Nos. 120/2021 in CP No. 41/Chd/Pb/2019 CA Nos. 121/2021 in CP No. 44/Chd/Pb/2019 18. Consequently, CA Nos. 116/2021, 117/2021, 118/2021, 119/2021, 120/2021 and 121/2021 stand dismissed and disposed of accordingly. The Registry is directed to place a copy of this order on record of each application separately. CA Nos. 25/2022, 28/2022, 29/2022, 27/20 ..... X X X X Extracts X X X X X X X X Extracts X X X X
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