Wayne Burt Petro Chemicals Pvt Ltd v. The Registrar Of Companies
IN THE HIGH COURT OF JUDICATURE AT MADRAS
DATED: 11.02.2020 CORAM :
THE HON'BLE MR.A.P.SAHI, CHIEF JUSTICE AND THE HON'BLE MR.JUSTICE SUBRAMONIUM PRASAD W.A.No.137 of 2020 1 WAYNE BURT PETRO CHEMICALS PVT LTD REP BY ITS SENIOR MANAGER-FINANCE V.K. SIVASUBRAMANIAN A10 SIPCOT INDUSTRIAL PARK IRUNGATTUKOTTAI SRIPERUMBUDUR TALUK CHENNAI - 105.
2 WAYNE BURT PTE LTD.
REP BY ITS AUTHORISED REPRESENTATIVE V.K. SIVASUBRAMANIAN HAVING ITS REGISTERED OFFICE AT 47, CHANGI NORTH CRESCENT CHANGI, SINGAPORE - 738 346 .. APPELLANTS/PETITIONER Vs.
1 THE REGISTRAR OF COMPANIES MINISTRY OF CORPORATE AFFAIRS SHASTRI BHAVAN, II FLOOR NO.26 HADDOWS ROAD EGMORE CHENNAI - 6.
2 M/S.CETEX PETRO CHEMICALS LTD.
REP BY ITS MANAGING DIRECTOR MR.SIVAGNANAM GOVINDASAMY ILANAHAI HAVING ITS REGISTERED OFFICE AT MANALI, CHENNAI - 68.
3 SACRED BANYAN INFRA PVT LTD.
REP BY ITS DIRECTOR, MR.BADRINARAYAN CHOUDARY STUDIO-N, SY NO.70, NARNE NAGAR BESIDE LANCO HILLS HYDERABAD - 500 049.
4 SIVAGNANAM GOVINDASAMY ILANAHAI 5 BADRINARAYAN CHOUDHARY 6 VASUDEVAN RAGHAVAN .. Respondents PRAYER: Appeal under Clause 15 of the Letters Patent against the order dated 8.1.2020 passed by the learned Single Judge in W.P.SR.No.162309 of 2019.
Prayer in WP.SR.No.162309 of 2019 : Petition filed Under Article 226 of the Constitution of India praying to issue a Writ of Mandamus, directing the Registrar of companies, 1st respondent and respondents 3 to 6 to permit the petitioner to induct four more directors in the Board of Directors of the 2nd respondent company Cetex Petro Chemical, in the Board to have representation in proportionate to the equity share holding of the petitioner holding 47.68% to the respondents holding 47.82% as per the Mandatory provisions of Section 160 and 161 (1) of the Indian Companies Act, 2013 and the rules framed thereunder till then forbearing the respondents 3 to 6 from in any manner conducting and the annual general meeting on 31.12.2019. For Appellants : Ms.P.Bagyalakshmi For Respondents : Mr.Adeesh Anto for 2nd respondent M/s.S.V.Pravin Rathinam and Mr.B.Surendhar for 3rd respondent
JUDGMENT
(Delivered by SUBRAMONIUM PRASAD,J.) The appeal is directed against the order dated 8.1.2020 passed by the learned Single Judge declining to entertain the writ petition on the ground that an alternate remedy under the Companies Act, 2013 is available, inasmuch as the appellants/ petitioners ought to have approached the National Company Law Tribunal for redressing the relief as prayed for.
2. Ms.P.Bagyalakshmi, learned counsel appearing for the appellants submits that they have already approached National Company Law Tribunal by filing an appropriate application, but unfortunately despite the fact that matters are listed before the Tribunal, the same are not being taken up for want of
adequate Members in the National Company Law Tribunal. It is contended that the learned Judge/Member is sitting in the First Bench of the National Company Law Tribunal and, therefore, he is not able to take up the matters which are listed before the Bench II of the National Company Law Tribunal.
3. We do not propose to interfere with the orders of the learned Single Judge on the issue of maintainability. However, we hope and trust that the National Company Law Tribunal would entertain the application and pass orders within a period of two weeks from today, so that the matter can be proceeded ahead. With these observations, the writ appeal is disposed of. No costs. Consequently C.M.P.No.1950 of 2020 is closed. Sd/- Assistant Registrar /True Copy/ Sub Assistant Registrar To:
THE REGISTRAR OF COMPANIES MINISTRY OF CORPORATE AFFAIRS SHASTRI BHAVAN, II FLOOR NO.26 HADDOWS ROAD EGMORE CHENNAI - 6.
AKM/11.02.2020/3P-2C / W.A.No.137 of 2020