FARREL FUTADO Vs. STATE OF GOA

JUDGEMENT

(1.) BY this writ petition the petitioner seeks to challenge order dated 30th January 1992 issued by the State Government as published in the Official Gazette dated 31st January 1992 by which the petitioner was removed from the office as a Director of Economic Development Corporation and consequential as a Chairperson of the said Board of Economic Development Corporation. By the said writ petition the petitioner also seeks to challenge the nomination of respondent No. 3 as the Director of the said Corporation as a result of vacancy caused by the removal of the petitioner and also nomination by the Government of respondent No. 3 as Chairman of the said Corporation for a period of 3 years from the date of the impugned Notification.

(2.) BRIEFLY the facts giving rise to this writ petition are as follows :

(3.) THE learned Counsel appearing on behalf of the petitioner broadly submitted twofold contentions: Contention (a) it was submitted that the petitioner was appointed as a Director and consequentially a Chairperson on 29th March 1990, pursuant to the Notification issued by the Government. The contention proceeds on the basis that the power to appoint the petitioner was duly exercised by the Administrator under Article 68 of the Articles of Association of the Corporation. However, there was no power vested in the Government to remove the petitioner as a Director and as a Chairperson of the Corporation. According to the petitioner the said power vested in the Board of Directors of the Company and the Government had no authority to remove the petitioner by the impugned order as a Director and consequentially as a Chairperson. In this connection it was also submitted that the removal of a Director is contemplated under section 284 of the Companies Act and had the procedure under section 284 of the said Act been followed, the petitioner could not have been removed for the alleged acts of irregularities for the reason that the said acts of irregularities have been duly sanctioned by the Board itself and on that ground no removal was possible. It was further submitted that the Government circumvented section 284 of the Companies Act by adopting a different method of issuing show cause notice for termination, which was not permissible in the eyes of law. Accordingly it was submitted that the impugned order or removal was without authority of law and it was liable to be set aside under Article 226 of the Constitution. Contention (b) The second contention of the petitioner was that in any event the impugned order of removal was ill motivated, arbitrary and violative of principles of natural justice inasmuch as no reasonable opportunity was given to the petitioner to put forth her case. It was submitted that the impugned order of removal has imposed a stigma particularly in view of Clause 3 of the impugned order of removal, which has referred to misuse of power and gross irregularities being committed allegedly by the petitioner as a Director of the Corporation and as a Chairperson of the said Corporation. It was submitted that in view of the said allegations of misuse of power and gross irregularities a proper inquiry ought to have been held and the petitioner could have been given reasonable opportunity to deny the allegations and to prove her case and in the absence of the said opportunity, the impugned order of removal was liable to be set aside.