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TMI Blog2018 (4) TMI 1943X X X X Extracts X X X X X X X X Extracts X X X X ..... he aforesaid representation in accordance with the provisions of Articles of Association, specially Article 80 and pass appropriate order in accordance with law. We do not wish to proceed with the notice seeking explanation of respondent nos. 2,3, 5,7, 10 and 12 under Section 425 of the Companies Act but feel contended to observe that all the aforesaid respondents shall remain careful in future to conduct the affairs of the company. They should not give further chance to any Forum to go to the extent of issuing contempt notices to them. Application disposed off. - CP-273(ND)/2017 - - - Dated:- 23-4-2018 - Chief Justice (Rtd.) M.M. Kumar Hon ble President And Sh. S. K. Mohapatra, Hon ble Member (Technical) For the Applicant/Pe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... for Respondent No. 1. All the learned Counsel for either side have raised objection to the holding of AGM on 23.09.2017. It has been argued that the agenda item no. 4 has been added without any participation and due deliberation between the members of Board of Directors and it is against the various provision of Article of Association namely IV (b) and (c). Therefore, the meeting with regard to other item may proceed but with regard to item no. 4 under the sub heading special business shall remain stay. To approve alteration in Article of Association of Company and other things. Learned Counsel for Respondent No. 1 has argued that the objection has been raised at the 11th hour when the electronic voting has already commenced. We noti ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... resaid application was also issued on 09.04.2018 and the same was came up on 19.04.2018. Learned Counsel for respondent no. 1 has filed an affidavit of Shri Rahul Lall, working as Secretary General of respondent no.1. itis stated that respondent no. 1 had filed CA No. 277(PB)/2018 to place on record the facts, events and documents subsequent to the order dated 22.09.2017 passed by this Tribunal. The aforesaid facts have been reiterated in the affidavit. Itis further stated that respondent no. 1 had decided not to proceed with the alteration of any clause of Articles of Association of respondent no. 1 and a circular resolution to that effect has been passed by majority of the Executive Committee on 17.04.2018. A copy of the Resolution has ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... showed complete disregard to the order passed by this Tribunal dated 22.09.2017 and it led to the issuance of notice of Contempt. Mr. Ganda, learned Senior Counsel on behalf of respondent nos. 1,2,3,5 7 has argued that there has never been any intention to violate any direction of this Tribunal and the respondents have greatest regards for the order passed by this | Tribunal. We accept the contention of the petitioner that in view of the affidavit filed on 19.04.2018 bringing on record the Resolution dated 17.04.2018, prayers in the petitions have been rendered infructuous. However, we clarified that Resolution dated 17.04.2018 shall remain binding on all concerns and if any modification in the Articles of Association (Appendix A) ..... X X X X Extracts X X X X X X X X Extracts X X X X
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