MAHABIR SINGH Vs. JAI SINGH AND ORS.

JUDGEMENT

(1.) THIS is an application under Section 155 of the Companies Act, 1956, for rectification of the register of members of M/s. Federal Motors (P.) Ltd. The petitioner claims that he is the shareholder of 70 shares of the company and his name has been wrongly removed. The company in question appears to be a family company which was promoted by the late Shri Bharat Singh, step -brother of the petitioner. The said Bharat Singh and the petitioner were also members of a joint family known as Rai Saheb Shyam Singh (this is the name of the father of the petitioner and Shri Bharat Singh). It is stated that the company was established in April, 1935, when the petitioner was allotted 35 shares. In 1959, 35 more shares were allotted to the petitioner. There was some family dispute which led the petitioner to leave the family home situated at 5764 Jogiwara, Nai Sarak, Delhi, in 1961, and later the petitioner who was a director was removed from the board of directors of the company on September 30, 1964. There is also some other litigation still going on between the parties concerning the joint Hindu family, Rai Saheb Shyam Singh, which is mentioned in the petition. In 1974, the petitioner wrote to the company intimating that he was not receiving notices regarding the annual general, meeting for some time. The petition also states that the petitioner could not locate the share scrips and so he wrote to the company in April, 1976, stating that the share certificates had been lost and duplicate share certificates should be issued. It is claimed that it was only as a result of these letters that the petitioner learnt that the shares had been transferred to Smt. Meena Devi in October, 1965. It is claimed that the transfer documents were not genuine and an illegal transfer had been effected in favor of Smt. Meena Devi who is also the mother of Shri Jai Singh, the present managing director of the company. A reference is made in the petition to an affidavit filed by Shri Jai Singh in Suit No. 24 of 1971 in which it was stated as follows :

(2.) ANOTHER reference made in the petition is to an affidavit filed on December 2, 1970, in C.P. No. 106 of 1970, wherein Shri Ratan Singh, a director of the company, had stated as follows :

(3.) THERE are other statements made in the petition regarding the validity of the transfer by reference to the provisions of the Companies Act. Lastly, it is stated that no shares of a private company can be sold unless they are offered to other members.