CALCUTTA CHEMICAL COMPANY LIMITED Vs. DHIRESH CHANDRA ROY
HIGH COURT OF CALCUTTA
CALCUTTA CHEMICAL COMPANY LIMITED
DHIRESH CHANDRA ROY
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(1.) The dispute in this case relates to the holding of the 60th Annual General meetings of the Calcutta Chemical Company Limited, hereinafter described as the company. Because of various disputes and litigations, the 60th and 61st Annual General Meetings of the company for the financial years 1980-81 and 1981-82 respectively could not be held. Ultimately various petitions filed in this Court were disposed of by several orders passed on 11th August, 1983.
(2.) On the 9th September, 1983 a meeting of the Board of Directors of the company was held and at that meeting it was resolved that the 60th and 61st Annual General Meetings of the company would be held on 7th October, 1983 at different times. A notice was published in the Business Standard on 12th September 1983 informing all concerned that the Annual General Meetings were to be held on 7th October 1983 at the place and the times specified therein. It the case of the appellant that on 12th September 1983 the appellant posted under certificates of posting proper notices together with the Annual Reports to all the registered shareholders of the company including the respondent, Dhiresh Chandra Roy. The Appellant has produced the certificates of Posting in support of his contention in Court.
(3.) It has been stated on behalf of the respondent that the notices was posted on 16th September, 1983 as would appear from the postal endorsement on the envelope received by the respondent. The case of respondent is that the respondent received the said two notices both dated September 9, 1983 on the 22nd September 1983. The respondent was not given clear 21 days notice for the meetings scheduled to be held on October 7, 1983 as enjoined by section 171 of the Companies Act, 1956. It has been contended that the two Annual General Meetings that were held on October 7, 1983 were held disregarding the mandatory provisions of law and the proceedings of the two meetings were clearly illegal and invalid. A suit was filed by the plaintiff for a declaration that the two notices both dated 9th September, 1983 and the purported convening of the 60th and 61st Annual General Meetings of the company were wrongful, illegal, null and void, invalid and of on legal effect.;
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