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2020 (12) TMI 955 - Tri - Companies LawRemoval of Managing Director - Seeking waiver of the requirements for filing the company petition under section 241 read with section 242 of the Companies Act, 2013 - section 244 of the Companies Act, 2013 - HELD THAT:- The applicant/the petitioner has made out a prima facie case by establishing that he has been holding the position of the managing director of the company and was authorized signatory before his removal by the respondents on May 14, 2019. Admittedly the applicant/ petitioner was removed by the respondents without following the due process of law, as he was not afforded an opportunity of being heard. Thus, it is a fit case for inference by this Tribunal, as the matter complained is more than a directorial complaint. Therefore, there requires an enquiry to be conducted into the acts of oppression and mismanagement alleged to have been committed by the respondents. The applicant/petitioner is holding 5,000 shares, i. e., 0.04 per cent. of the total issued share capital of the first respondent-company and not fulfilling the requirements of section 244(1) for filing the petition under section 241 read with section 242 of the Companies Act, 2013. Therefore, it is prayed by the applicant/petitioner to grant waiver of the requirements of section 244(1) for filing the petition under section 241 read with section 242 of the Companies Act, 2013 against the respondents. The proviso to sub-section (1) of section 244 provides that the Tribunal may, on an application made to it in this behalf, waive all or any of the requirements specified in clause (a) or clause (b) so as to enable the members to apply under section 241 (emphasis supplied). In the present case, the requirements of sub-clause (a) of sub-section (1) of section 244 were to be fulfilled (as the company is having a share capital), which the applicant/ petitioner is falling short of. However, the applicant being member of the first respondent-company is holding 5,000 shares, i. e., 0.04 per cent. of the total issued share capital and is eligible to seek waiver as prayed for. Thus, it is a fit case where the requirements laid down under section 244(1)(a) of the Act, 2013 need to be waived and allow the applicant/petitioner to file company petition under section 241 read with section 242 of the Act, 2013, as the company petition cannot be dismissed at the threshold because it requires a detailed enquiry into the matter complained of. Thus, the issue framed stands decided in favour of the applicant and against the respondents - in exercise of the powers conferred under proviso to section 244(1) of the Act, 2013, we waive all the requirements of section 244(1)(a) of the Act, 2013 and treat the company petition under Order 1, rule 8 of the Code of Civil Procedure, 1908 as a representative petition read with sections 241 and 242 of the Act, 2013.
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