JAFAR Vs. NAHAR INDUSTRIAL ENTERPRISES LIMITED

JUDGEMENT

(1.) This is an appeal filed by the appellant under Section 10-F of the Companies Act against the judgment and order dated 31.5.1996 passed by the Company Law Board, Northern Region Bench, New Delhi in Company Petition No. 449/17/95-CLB.

(2.) The respondent Company presented a petition before the Company Law Board under Section 17 of the Companies Act, 1956 for confirmation of alteration of Clause (ii) of the Memorandum of Association of the Company for shifting the registered office of the Company from the National Capital Territory of Delhi to the State of Punjab as approved by special resolution passed at the Annual General Meeting held on 29.9.1995. The appellant is a member of the respondent Company holding 100 equity shares. He filed objections to the aforesaid petition filed by the respondent Company under Section 17 of the Companies Act. The Company Law Board heard the Counsel appearing for the petitioner as also for the Objector and the Assistant Registrar of Companies and thereafter rejected the objections filed by the appellant and confirmed the resolution relating to alteration in the Memorandum of Association of the respondent Company, subject to the condition that the certified copy of the order confirming alteration together with printed copy of the Memorandum as altered shall be filed by the Company with the Registrar of Companies within 3 months from the date of the order The special resolution as recast was set out in the schedule to the order.

(3.) Being aggrieved by the aforesaid order passed by the Company Law Board, the appellant has preferred this appeal. The Counsel appearing for the appellant submits before me that the Company Law Board committed grave error in law in not a appreciating that the aggregate sum paid even by the 7 members whose ballot papers were filed by him far exceeded Rs. 50,000.00 and thereby arrived at a wrong finding that the challenge to the Minutes was not possible as envisaged under Section 179 of the Companies Act. The learned Counsel also submits that the questions of law also do arise out of the order and findings recorded by the Company Law Board and, therefore, the order passed by the Board is required to be interfered with.