9911796707
TMI Blog2020 (3) TMI 1355X X X X Extracts X X X X X X X X Extracts X X X X ..... (for short 'ABPL'), petitioner herein, has filed the instant CP under Section 97 of the Companies Act, 2013, seeking a direction to Gujarat TV9 Private Limited, respondent No.1, for convening of an Annual General Meeting and for other consequential reliefs. 2. We have heard learned counsel for the petitioner and learned counsel for respondent Nos. 2 and 3 and have carefully perused the record. 3. Shorn of the unnecessary details, the seminal facts required for the purpose of disposal of the CP are that the instant petition has been filed by the petitioner-company through its Authorized Representative Shri A. Srinivasa Rao. It is stated in the petition that ABPL was incorporated on 09.05.2003 and respondent No.1-company i.e. Gujarat TV9 Pr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ue in the CP i.e. nonconducting of the Annual General Meeting of respondent No.1-company, while not disputing the fact of the mandatory legal obligation to conduct the Annual General Meeting of respondent No.1-company before 30.09.2019 i.e. 6 months from 31.03.2019, mainly submits that Shri A. Srinivasa Rao and others by using their dominant position had been able to prevent respondent Nos.2 and 3 from functioning as Directors of respondent No.1-company by creating a hostile and threatening environment and obstructed them from conducting the affairs and day to day operations, as Directors of respondent No.1-company, since May 2019. In fact, they were not allowing respondent Nos. 2 and 3 to enter into the registered office of respondent No.1 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Provided that in case of the first annual general meeting, it shall be held within a period of nine months from the date of closing of the first financial year of the company and in any other case, within a period of six months, from the date of closing of the financial year: Provided further that if a company holds its first annual general meeting as aforesaid, it shall not be necessary for the company to hold any annual general meeting in the year of its incorporation: Provided also that the Registrar may, for any special reason, extend the time within which any annual general meeting, other than the first annual general meeting, shall be held, by a period not exceeding three months. (2) Every annual general meeting shall be called ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ibunal thinks expedient: Provided that such directions may include a direction that one member of the company present in person or by proxy shall be deemed to constitute a meeting. (2) A general meeting held in pursuance of sub-section (1) shall, subject to any directions of the Tribunal, be deemed to be an annual general meeting of the company under this Act. 10. Respondent Nos.2 and 3, who are the Directors of respondent No.1- company have not denied the mandatory obligation of respondent No.1- company to hold the Annual General Meeting within the prescribed period. 11. In the circumstances and in view of the mandatory requirement under the provisions of the Companies Act, 2013 and in view of the paramount interest of the company, a ..... X X X X Extracts X X X X X X X X Extracts X X X X
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