C.P. No. 59 of 2013. Case: Arun V. Muley and Ors. Vs Soma Beverages Pvt. Ltd. and Ors.. Company Law Board
| Case Number | C.P. No. 59 of 2013 |
| Counsel | For Appellant: Anil G. Variath, Advocate |
| Judges | Ashok Kumar Tripathi, Member (J) |
| Issue | Companies Act, 1956 - Sections 166, 167 |
| Judgement Date | February 06, 2015 |
| Court | Company Law Board |
Judgment:
Ashok Kumar Tripathi, Member (J), (Mumbai Bench)
1. This is a Company Petition filed by the Petitioners invoking the provisions contained in Sections 167 of the Indian Companies Act, 1956 (hereinafter referred to as "the Act") against the Respondent No. 1 M/s. Soma Beverages Pvt. Ltd. (hereinafter referred to as "the Company" in short) and the Respondent No. 2, who is the Director of the Company, seeking various reliefs as set out in the petition.
2. The facts, in brief, of the Petitioners' case are as follows:-
2.1 That the Respondent No. 1 is a private company incorporated under the Indian Companies Act, 1956 on 16/01/1991 and registered with the Register of Companies, Mumbai. The Objects of the company are set out in the Memorandum of Association of the Company. The Authorized Share Capital of the Company is Rs. 5,00,000/- divided into 50,000 Equity Shares of Rs. 10/- each.
2.2 It is submitted by the Petitioners that the present Director of the Company, the Respondent No. 2 herein, is not carrying on business of the Company as per the Articles of Association, nor he is complying any rules and regulation of the Act.
2.3 It is further submitted that the Director are not conducting any general meeting and the affairs of the company are not carried out in line with the provisions of the Companies Act, 1956. It is further alleged that the Respondents have stopped filing any mandatory documents, such as Annual Return and Balance-Sheet with the ROC for the last few years.
2.4 It is further alleged that the Respondent No. 2 has stopped the business of the company and with no information is given to its shareholders for the Annual General Meeting of the company for approving the accounts and other mandatory business in the AGM of the company. The Petitioner further submits that he, being a shareholder of the company, has not received any notice of the AGMs of the company and there has been no communication from the Director (Respondent No. 2) giving the financial position of the company and the details of the business conducted and any of the business and financial activities of the company.
2.5 It is further stated that the action of the Respondents not calling, holding and conducting of the meetings as prescribed under the provisions contained in Section 166 of the Act and other provisions and/or the Articles of Association, tend to prove the mismanagement of the affairs of the company. Hence this petition seeking the reliefs as...
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