Friday, November 14, 2014

[aaykarbhavan] Judgments and Information C LI Company Cases. Full Judgments if possible are also attached. [6 Attachments]






COMPANY CASES

COMPANY CASES
Volume 187 Part 2 (Issue dated 14-11-2014)
SUBJECT INDEX TO CASES REPORTED IN THIS PART
SUPREME COURT
Stock exchange --Secured creditor--Recovery of tax--Garnishee notice--Membership card of stock exchange--Not a right but a privilege ceasing upon member being declared defaulter--Stock exchange having lien over member’s securities under rules--Stock exchange is secured creditor having priority over Government dues--Securities handed over to exchange are assets of member which can be liquidated on default--Income-tax Act, 1961, s. 226(3)(x), Sch. II, r. 26--Securities Contracts (Regulation) Act, 1956, ss. 7A, 8, 9, 30--Rules, Bye-Laws and Regulations of the Bombay Stock Exchange, rr. 5, 9, 16, 36 to 46-- Stock Exchange, Bombay v. V. S. Kandalgaonkar . . . 143
HIGH COURTS
Oppression and mismanagement --Execution of order--Order passed by single judge giving minority shareholder first option to buy shares of majority and on default permitting majority to buy shares of minority--Order modified on appeal directing minority shareholders to sell their shares to majority shareholders on same terms and conditions--Refusal by majority shareholder to buy shares of minority shareholder citing default clause--Expression “on same terms and conditions†not to denote default or exercise of option in view of majority’s pleading before Division Bench--Minority shareholder entitled to execution of order--Companies Act, 1956, ss. 397, 398-- Bajrang Prasad Jalan v. Madhuri Jalan (Cal) . . . 178
Winding up --Grounds for winding up--Inability to pay debts--Payment of partial amount towards booking of residential unit in project developed by company--Agreement providing for 9 per cent. interest on default by company--Project not taking off and petitioner claiming refund in format prescribed by company--Company paying partial amount and assuring payment of rest at earliest--Amounts to admission of debt--Defence that mutual agreement between party for lesser amount or debt time barred or booking cancelled due to non payment by petitioner--Not tenable--Failure to pay admitted debt--Petition admitted--Companies Act, 1956, s. 433(e)-- R. V. Ahila v. VXL Realtors P. Ltd. (Delhi) . . . 134
----Grounds for winding up--Inability to pay debts--Statutory notice--No reply to notice--Presumption against company--Court to examine records that would appear from pleadings while admitting winding up petition--Facts not suggesting that creditor was successful in raising admitted claim--Petition not to be admitted--Company cash rich having linkage with Government undertaking--No directions to furnish security--Companies Act, 1956, ss. 433(e), 434-- Sree Balaji Coal Traders Ltd. v. Grewal Associates P. Ltd. (Cal) . . . 127
----Grounds for winding up--Inability to pay debts--Statutory notice--No reply to notice--Presumption against company--Presumption rebuttable--Demand made on basis of documents containing seal and signature of company--Other documents produced showing company using different seal and signature--Company disputing supply of goods as well as veracity of documents produced--Mere non-response to statutory notice not to stand against company’s defence--Petition dismissed and petitioner relegated to civil remedy--Companies Act, 1956, s. 433(e)-- Grewal Associates P. Ltd. v. SMJ Eximp Ltd. (Cal) . . . 121
COMPANY LAW BOARD ORDERS
Oppression and mismanagement --Petition for relief--Family company--Allotment of shares--Allotment of shares much before induction of petitioner into board of company--Allotment approved by all directors including petitioner’s father--Petitioner in charge of affairs of company failing to produce proof of misappropriation of funds--Past and concluded transactions--Cannot be dealt with by Board under sections 397 and 398--Removal of director--Failure to give notice of meeting--Removal invalid--No case of oppression and mismanagement--Companies Act, 1956, ss. 397, 398-- Varun Mishra v. Shri Krishna Pharmacy P. Ltd. . . . 100
----Petition for relief--Qualification to file petition--Petition filed with consent of other shareholders jointly holding more than 10 per cent. of shareholding--Petition maintainable--Companies Act, 1956, ss. 397, 398, 399-- Varun Mishra v. Shri Krishna Pharmacy P. Ltd. . . . 100
Register of members --Rectification of register--Refusal to rectify register earlier on ground that transferor not in register of company upheld by High Court--Transferee not challenging such order--Fresh lodging of shares by transferee on basis of share transfer forms executed earlier, with revalidation by Registrar of Companies under section 108 of Act till April 17, 2007--Request for registration of shares refused on June 25, 2007 and relodging of shares on May 11, 2009 for registration and refusal by company reiterating earlier refusal order--Expression “to avoid hardship†under section 108 to be construed to avoid hardship in lodging instrument for first time--Power of extension not to be exercised once instrument lodged and registration refused--Instrument of transfer lodged on May 2, 2007, invalid due to efflux of time and revalidation by Registrar of no avail--Transfer instrument executed before name of transferor entered in register of members, ab initio invalid--Invalid instrument cannot be revalidated by Registrar--Right to sue extinguished on June 25, 2010 and cannot be revived on basis of fresh lodgment and consequent refusal in 2009--Petition time barred--Refusal to rectify on ground that person executing deed on behalf of transferee an undesirable person--Refusal on sufficient cause--Petition dismissed--Companies Act, 1956, ss. 108, 111A-- Vijaya Finance Corporation Ltd. v. Peerless General Finance and Investment Co. Ltd. . . . 185
Words and phrases --“To avoid hardshipâ€--Meaning of-- Vijaya Finance Corporation Ltd. v. Peerless General Finance and Investment Co. Ltd. . . . 185



Link to find the details of Judgements ......
Regent

Case Index

Title
Date
March 31, 2014
January 10, 2014
January 21, 2014
June 4, 2014
June 17, 2014
June 18, 2014
January 20, 2014
February 26, 2014
September 12, 2014
September 16, 2014
February 21, 2014



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Posted by: Dipak Shah <djshah1944@yahoo.com>


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