Court : Company Law Board CLB
Reported in : (1994)80CompCas411
..... that the clause enables a company to refuse the registration of transfer whenever the requirements relating to registration of transfer under section 108 of the act or rules and regulations made thereunder or registration requirements under listing agreements are not complied with. the words "relating to" are not words which are synonymous with "relevant" and "material" ..... be invested in shares and the rapidity with which shares can be converted into cash are of utmost importance from the point of view of investors. the listing regulations specifically prescribe a maximum period of one month for return of documents by listed companies. in the interest of investors, documents should be returned to them much ..... transfers are void ab initio and the question of ratification in the case of a void contract does not arise. he relied on the cases in bengal coal co. ltd. v. union of india, air 1971 cal 219, k. panduranga v. state of mysore, air 1965 mys 244, rajkumari soni (smt.) v. state of h.p., air .....
Tag this Judgment!Court : Company Law Board CLB
Reported in : (2008)141CompCas391
..... of the powers under sections 397 and 398 read with section 402; (ii) to make appropriate orders bringing to an end the matters complained of and (iii) to regulate the conduct of the future affairs of the companies, the following order is passed: (i) all the transfers effected after june, 2003 in respect of shares of the ..... a meeting of the board of directors is mandatory, without which any resolution passed at such meeting is inoperative as held in parmeshwari prasad gupta v. union of india (supra). this shall equally apply to the resolutions passed by the board of directors of the companies, appointing directors and sanctioning transfer of shares, impugned in the ..... unreasonably short notice to the directors is bad and invalid and that the decision taken at the board meeting is invalid; (c) parmeshwari prasad gupta v. union of india (1974) vo.44 cc 417 that any board meeting convened without notice to one director is not valid and that resolutions passed at such meeting is inoperative; and .....
Tag this Judgment!Court : Company Law Board CLB
Reported in : (1994)79CompCas764
1. this is an application filed by gordon woodroffe limited (hereinafter referred to as "gwl") making reference under section 22a(4)(c) of the securities contracts (regulation) act, 1956 (hereinafter referred to as "the scr act"), seeking confirmation of this bench of the decision of the board of directors in their meeting held on may 26 ..... attention to the observation of the supreme court in bhim singh v. kan singh, air 1980 sc 727, 732 "two kinds of benami transactions are generally recognised in india. where a person buys a property with his own money but in the name of another person without any intention to benefit such other person, the transaction is called ..... principal and agency between the tracstar and trident has been clearly admitted in the company suit in madras high court. in this connection, he cited the judgment in lic of india v. escorts ltd. [1986] 59 comp cas 548 dealing with blank transfers to stress that "title to get on the register" and "the full property in shares in .....
Tag this Judgment!Court : Company Law Board CLB
Reported in : (2008)141CompCas568
..... to the supplementary affidavit wherein the petitioners have refuted the allegations by clearly stating that under the provisions of the telecom regulatory authority of india act, 1997 and the regulations framed thereunder to contend that the question of recovery as sought to be projected by the respondents is totally ill-founded since under the ..... jurisdiction, which clothes the court with discretionary powers "...the discretion cannot be exercised arbitrarily or according to one's own will or whim. it has to be regulated by law, allay its rigour advance the remedy and to relieve against abuse. the court, therefore, exercising equity jurisdiction, cannot ignore the well known maxims of ..... and were not shareholders on that date.further, it was argued that without prejudice to the foregoing submissions in term of clause (4) of clb regulations this board has no jurisdiction to adjudicate upon the question of service of notice in as much as it requires receiving of evidence and as such, .....
Tag this Judgment!Court : Company Law Board CLB
Reported in : (2008)141CompCas915
..... of the powers under sections 397 and 398 read with section 402; (ii) to make appropriate orders bringing to an end the matters complained of and (iii) to regulate the conduct of the future affairs of the company, the following order is passed: (i) all the transfers effected after june, 2003 in respect of shares of the ..... meeting of the board of directors is mandatory, without which any resolution passed at such meeting is in operative as held in parameshwari prasad gupta v. union of india (supra). this shall equally apply to the resolutions passed by the board of directors of the company, appointing directors and sanctioning transfer of shares, impugned in ..... directors is bad and invalid and that the decision taken at such board meeting is invalid; (c) parmeshwari prasad gupta (deed., through legal representatives) v. union of india (1974) vol.44 cc 41 that any board meeting convened without notice to one director is not valid and that resolutions passed at such meeting is inoperative; and .....
Tag this Judgment!Court : Company Law Board CLB
Reported in : (2002)110CompCas874
1. In this order we are considering the issue as to the right of a company to forfeit shares held in the name of certain trusts on the ground that entry of the names of trusts in the register of members is against the provisions of sections 153, 153B and 187C of the Companies Act, 1956 ('the Act').2. The undisputed facts in this case are that the names of 3 trusts, namely, Motiram Hardeodas Charitable Trust, Hardeodas Agarwalla Trust and Ratan Devi Trust had been entered in the register of members of the company during the periods 1962 and 1971 and continued to be shown as members till 1992. During the period, the company not only allotted shares in the names of these trusts but had also allotted bonus shares and paid dividends in the name of these trusts. The lotal number of shares in respect of all these trusts is 57,500. The settler of all these trusts was one Late Arjun Agarwalla who expired in November, 1991. All these shares were forfeited by the company in a Board Meeting held ...
Tag this Judgment!Court : Company Law Board CLB
Reported in : (2005)125CompCas299
..... investor and the slate government on the board will render necessary cooperation for enabling the company to fulfil its obligations in accordance with the prevailing rules and regulations applicable to such companies', does not form part of the articles which otherwise contain practically all other terms of the shareholders' agreement. this omission is ..... considered. the question of invoking the principles of promissory estoppel, as per the decision of the supreme court in indo afghan agency's case [union of india v. indo afghan agencies (1968) 2 scr 366.] does not arise in this case inasmuch as the relationship between the petitioners and the 2nd respondent is ..... (finance) countermanded that decision by ordering full payment giving a justification that stoppage of payment may result in suspension of supply by mcl and since no alternate coal supplier: had been identified, the operation of the plant could be affected. i am of the view that the hasty action of the director (finance) was .....
Tag this Judgment!Court : Company Law Board CLB
Reported in : (1996)87CompCas398
..... i.e., nearly for-two years when the special resolution for voluntary winding up was passed.since dunlop is a listed company, under section 22a of the securities contracts (regulation) act (scra), the company should have decided either to register or refuse registration within two months of lodgment. thus, viewed in the light of section 22a of ..... to register the transfer of 7,42,400 equity shares in the name of the petitioner and for other consequential reliefs. the respondents in this case are : (1) dunlop india ltd. (hereinafter called "dunlop") having its registered office at calcutta and (2) bank of baroda, a body corporate constituted under the banking companies (acquisition and transfer of ..... a doubt as to the validity or bona fides of the transactions. consequently the application of the decision of the calcutta high court in luxmi cluind v. bengal coal co. [1882] ilr 8 cal 317, is also ruled out. the question perhaps may be relevant in case bob fiscal is already dissolved or there is a .....
Tag this Judgment!Court : Company Law Board CLB
Reported in : (1997)88CompCas551
..... report the consideration was received only on january 6, 1987. this being a listed company delivery could be effected only through brokers as per the securities contracts (regulation) act, 1956. therefore, this transaction violates provisions of law. he further stated that the decision of the interim administrator in regard to sale of the impugned ..... take upon itself or himself the task of deciding whether the permission was rightly granted by the reserve bank of india. the above is the observation made by the supreme court in life insurance corporation of india v. escorts ltd. [1986] 59 comp cas 548. these observations of the supreme court are very relevant for ..... the transfer or there is any direction to that effect. mere pendency of proceedings does not fall within the provisions of section 22a of the securities contracts (regulation) act, 1956. therefore, even this additional ground that the company had relied on for refusal of transfer does not hold good.23. therefore, taking all .....
Tag this Judgment!Court : Company Law Board CLB
Reported in : (2008)143CompCas274
..... 268/06 is vls's application for early disposal of cp no.1/04. ca no. 172/03 of vls which forms the basis of uoi's prayer for ordering investigation under section 237(b) of the act.9. i have considered the pleadings and the documents filed therewith as ..... 1956. cases 370 (ker.); sreenivasan (petition) v. yoosuf sagar abdulla and sons p.ltd (1983) 53 com. cases 485 (ker); rashmi seth (mrs.) v. chemon india (p) ltd. (1995) 82 com. cases 563 (clb); hiralal gulabchand p. ltd. re.(nos. 11 and 12/90/clb). it was argued that it is not ..... hotels ltd. f. any such other of orders as may be deemed fit and appropriate in the case and circumstances of the case.2. uoi's petition (cp no. 1/04) is nothing but vls's ca no. 172/03 annexed to it and made the basis of cp ..... under section 237(b) of the companies act, 1956, this reply was taken as company petition and was allotted cp no. 1 of 2004. uoi's prayer in cp no. 1/04 is as under: in view of the aforesaid, petitioner prays to this hon'ble board to be pleased .....
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