COMPANIES ACT I OF 1956 IN THE MATTER OF UNIVERSAL FILM INDIA PRIVATE LIMITED T M MENON Vs. UNIVERSAL FILM INDIA PRIVATE LIMITED

JUDGEMENT

(1.) THIS application is filed under rules 9 and 11 (b) of the Companies (Court) Rules, 1956, for the appointment of an independent Chairman of Court's choice to conduct the proceedings of the Extraordinary General Meeting of the shareholders of the Company named Universal Film (India) Private Limited, proposed to be held at 11 a. m. on 26th November, 1980 at No. 300, Mowbrays Road, Madras.

(2.) IN the supporting affidavit, the applicant states that himself and his wife are the promoters of the company and it was incorporated on 11th July, 1979 and each of them had subscribed 50 shares. The Registered Office is situate at No. 95, Mount Road, Madras and its authorised capital is Rs. 14 lakhs divided into 14,000 equity shares of Rs. 100 each. IN August, 1979, the company allotted further shares to the extent of Rs. 2,95,000 among the persons mentioned in paragraph 6 in the affidavit. The persons set out in (c) to (f) therein have not paid the balance of 65% of the share value and hence they are no longer shareholders of the company. Under Article XX of the Articles of Association of the company, the applicant is the Managing Director for life and as such he is still functioning. Reference has been made to certain debts to certain parties mentioned in paragraph 13. IN paragraph 14, it is stated that the size of the Board of Directors of the company was enlarged by the addition of four persons, but subsequently, the company has also allotted further shares to the persons mentioned therein. According to the applicant, when he was out of Madras on 19th September, 1980, and by the time he could return, certain movables belonging to the company had been removed to premises No. 300, Mowbrays" Road, which resulted in filing of certain police complaints and action is being taken against respondents 2 and 3 for what has been done.

(3.) THE main point to be considered is whether this application is maintainable or not.