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2017 (4) TMI 193 - Tri - Companies LawDirector of a company removed from the Board of Directors before expiry of his term - Held that:- Unfortunately, there is nothing on record to show that any of the provisions so incorporated in Section 169 of the Companies Act, 2013 was followed before removing the petitioners from the Board of Directors of the Company which clearly shows that the petitioners were removed from the Board of Directors on 19.09.2014 in total violation of dictum, contained in Section 169 of the Companies Act, 2013. Therefore, there cannot be any escape from the conclusion that petitioner Nos.l & 2 were removed from the post of directorship of the company violating the requirement of law. It may be stated here that the removal of the Director in violation of mandatory provisions of Section 169 of the Companies Act, 2013 has repeatedly been held to be an act of mismanagement and, therefore, petitioners are entitled to reliefs, claimed on this count. The petitioners have clearly made out the claim that petitioner Nos.l & 2 were removed from the Board of Directors of the company quite illegally and such illegal removal has repeatedly been held to be an act of mismanagement and, therefore, the petitioners are entitled to statutory relief. Resultantly, the resolution dated 19.09.2014 is set aside and consequently, the petitioner Nos.l & 2 stand restored as Directors of the respondent No.1 company. Since the Board Meeting held on 19.09.2014 under which the petitioners stood removed from the Board of Directors is already held to be illegal, therefore, all subsequent Board Meetings and action(s), if any, taken thereunder, save and except, the allotment of equity shares to the respondent Nos. 4 & 5 made on 26.09.2014, in pursuance to the resolution dated 13.09.2014, are also held to be void and illegal and are accordingly quashed.
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