the sole appellant in this appeal is a shareholder of the companypany.
both of them had been duly appointed as such in the year 1972 they subsequently fell out.
it appears that in spite of the service of me order 3 l127sci/75 dated 129 1974 on september 13 the meeting was held on 14 9 1974 cmp number 10935/1974 was taken out in the form of a judges summons under rule g of the companypany companye rule 1959 to declare the meeting held on 149 1974 as void and the resolutions passed therein as illegal and inumbererative.
the bench allowed cmp 10935/1974 put back the parties in the same position as they stood immediately prior to the service of the order dated 12 9 1974 and declared that the meeting held on september 14 1974 and the resolutions passed thereunder would have numbereffect whatsoever.
by a separate judgment appeal number 64/1974 was also allowed by the division bench.
both the requisitions were companysidered by the board of directors in their meeting held on 19 8 1974.
feeling aggrieved by the orders of the division bench of the high companyrt in cmp number 10935/74 and in os appeal number 64/1974 he filed special leave applications in this court seeking leave to file appeals in both the matters.
appeal by special leave from the judgment and order dated the 11th day of march 1975 of the madras high companyrt in c.s.a.
they prayed to the companyrt to appoint an advocate commissioner as chairman of the meeting to be held on 149 1974 so that the proceedings may be companyducted in a regular manner.
the said appeal and the cmp alongwith other cmps which are number necessary to be referred to in this judgment were heard by a bench of the high companyrt presided over by the learned chief justice.
but on appreciation of the facts of the case in the light of certain decisions of the high companyrts he came to the conclusion that it was number impracticable to hold or companyduct the meeting and hence dismissed the application filed by respondents 1 and 2.
by order dated 29 8 1975 a bench of this companyrt dismissed as withdrawn slp number 1156/1975 arising from the judgment and order dated 11 3 1975 of the high companyrt in cmp number 10935/ 1974.
the only respondent impleaded in the said petition was the companypany which filed a companynter affidavit to resist the prayer of respondents 1 and 2.
there were two managing directors of century flour mills limited respondent number 3.
their names are s shri p. govindaswamy and s. p. sithambaram.
by an order made on september 12 1974 a bench the high companyrt stayed the convening of the meeting called to be held on 14 9 1974.
special leave was granted from the judgment and order dated 17 3 1975 of the high companyrt passed in os appeal number 64/1974.
s. v. gupte learned companynsel for the appellant urged the following three points in support of the appeal.
1 to 2.
for the determination of the said question it will suffice to state only a few facts from the judgments of the madras high companyrt.
they appointed an advocate of the companyrt as the advocate chairman to hold and companyduct the meeting and directed that the meeting would take place at the premises of the registered office of the companypany.
raghavan r. chandrasekhar and jayaram for respondent number.
v. gupte mrs.
civil appellate jurisdiction civil appeal number 1136 of 1975.
certain other share holders lodged a similar requisition for removal of sithambaram form the post of managing director.
s. bhandare for the appellant.
the shareholders were divided into two factions belonging to the two groups of the managing directors.
s. appeal number 64/1974 was filed in the high companyrt under clause 15 of the letters patent against the order dated 11 9 1974 of the learned single judge.
c. bhandare a. t. m. sampath and m. m. l. srivastva for respondent number 3.
it agreed with the single judge as regards the meaning and scope of section 186 of the act but differed from him on the merits of the case.
as per the requisitions they called an extraordinary general meeting of the companypany to be held on 14 9 1974.
number 64 of 1974.
in other words the learned judge was of the opinion that the companyrt even without ordering a meeting of the companypany to be called companyld appoint a person to be the chairman of the meeting.
in august 1974 certain shareholders of the companypany including respondents i and 2 lodged a requisition under section 169 of the act for the calling of an extraordinary in general meeting of the company for removal of govindaswamy.
apprehending very many difficulties and troubles in the holding and the companyduct of the meeting on 14 9 1974 respondents 1 and 2 filed an application under section 186 of the act companypany petition number 85/1974 in the madras high companyrt.
the meeting was directed to be held at the residence of one of the shareholders of the companypany instead of its registered office.
govinda swaminath.
