TAPAN KUMAR CHOWDHURY Vs. REGISTRAR OF COMPANIES

JUDGEMENT

(1.) Chandmani Tea Company Limited (hereinafter referred to as the "said company") is having its principal undertaking being Chandmani Tea Estate situated in the district of Jalpaiguri. The registered office of the said company is also situated within the tea estate. The said company entered into a memorandum of understanding with the Government of West Bengal by which a portion of the tea estate was transferred to a new company namely Lakshmi Township Limited which was incorporated for the purpose of building a satellite township in joint venture with the Government of West Bengal. By virtue of such memorandum of understanding a portion of the tea estate was converted in a vacant land for the purpose of building such township. Such decision of the company as well as the Government of West Bengal gave rise to an industrial dispute and labour unrest. There had been intensive agitations by the workers of the said estate causing casualty to one of the workmen in a police firing. The situation was so grave that the directors and the other executives of the company were prevented from entering into the said tea estate as well as the registered office.

(2.) In view of such unfortunate incidents the said company could not hold its annual general meeting for the year 2001-02 within the stipulated date. The company duly applied to the Registrar of Companies for extension of time to hold the annual general meeting. The Registrar of Companies considering the facts and circumstances extended the time till December 31, 2002. Even then the company could not hold such annual general meeting by December 31, 2002.

(3.) The present application had been made by one of the directors of the said company asking for condonation of delay in holding the annual general meeting as well as for an order of restraint against the Registrar of Companies from drawing up any criminal proceedings on account of such default.