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2009 (1) TMI 488 - HIGH COURT OF MADRASNon filing of annual returns - non convening of annual general meeting - Held that:- Non-availability of various documents like returns, profit and loss account, balance-sheet, etc., would not in any way prevent the petitioner from approaching the appropriate authority complaining the same as contemplated under section 167 of the Companies Act. Even under section 169 of the Companies Act, there was a possibility for the petitioner to call for extraordinary general meeting by requisition. But, the case of the petitioner is only that it was the abovesaid Mr. S. Venkataramanan, who was in charge of the entire documents and also living in the registered office of the company has not taken any steps for convening the annual general meeting. When the petitioner has not acted as per the provisions of the Act, in this regard, by resorting to various other ways for convening meeting, the conduct of the petitioner cannot be held to be honest and reasonable in the circumstances of the case, in such view of the matter, it is of considered view that in relation to the duty of the petitioner in convening annual general meeting, the petitioner cannot be held to have acted honestly and reasonably, in the circumstances of the case, so as to enable him to be excused and consequently relieved of the responsibility. The company petition stands disposed of by relieving the petitioner from the obligations under section 159, read with section 162, of the Companies Act regarding non-filing of annual returns for the accounting years 2001-02, 2002-03 and 2003-04 and under section 220, read with section 220(3), of the Companies Act for non-filing of balance-sheet and profit and loss account for the said accounting years. However, the petitioner shall be liable to be proceeded with for the statutory obligation under section 166, read with section 168, of the Companies Act for not convening annual general meeting as per the show-cause notice issued by the respondent dated 23-7-2005. In view of disposal of the main company petition, connected company application is closed.
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