VIRENDRA NATH Vs. ABMTM P. LTD. AND ORS.

JUDGEMENT

(1.) THE third Respondent filed this application seeking reliefs as follows:

(2.) THE Petitioner and the third Respondent are sons of one late Visheshwar Nath who died on July 7, 2010. The father of the Petitioner and the third Respondent, i.e., the second Respondent late Visheshwar Nath, incorporated this private company in the year 1968 along with another promoter, namely, Mr. R. D. Bhagat to deal with the business of tools, machinery and hardware of all descriptions with an authorised capital of Rs. 15,00,000 divided into 15,000 of Rs. 100 each, with an issued, subscribed and paid -up capital of Rs. 3,57,000 divided into 3,570 equity shares. As per the annual return of 2005, the share pattern and directorial pattern of the company was that the two sons, i.e., the Petitioner and the third Respondent held 2,295 shares each, the father, i.e., the second Respondent held 408 shares and one Shahzad Afsar Ahmed held 102 shares and all these 4 shareholders continued as directors of Respondent No. 1 company. The shareholding of these two sons was around 45 per cent each until August 1, 2008.

(3.) IN this factual scenario, Respondent No. 2, who remained sick for some time, passed away on July 7, 2010 at the age of 93 years. Now, Respondent No. 3 moved this application stating that Respondent No. 1 company is managed by Respondent No. 3 alone ; since Respondent No. 2 already executed a will on April 9, 2010 (annexure B) bequeathing his entire estate and assets along with the shares of this company to Respondent No. 3, in pursuance thereof he already applied for probate (annexure A), thereby he sought for permission to represent on behalf of Respondent No. 2 as legal heir of the testator Visheshwar Nath and also to represent Respondent No. 1 company because he has been managing the affairs of the company all along ever since his father, i.e., Respondent No. 2 passed away. He further submitted that he is the only surviving director of Respondent No. 1 company, thereby he is entitled to represent Respondent No. 1 company till such time the board is reconstituted for appointing the other directors. As to relief (c) is concerned, counsel to this Applicant has not stressed upon the said relief, hence this relief has not been dealt with.