Manorama Kumari, Member - (1.) The instant Company Petition No. 179/2014 has been filed by the petitioner(s) on 12-11-2014 under Sections 58, 59 of the Companies Act, 2013 and under Sections 237, 397, 398, 399, 402, 403 and 406 of the Companies Act, 1956. The brief fact of the case is: The Respondent No. 1, Company, M/s. Matrikalyan Nursing Home Pvt. Ltd., was incorporated on 29th of October, 1990 on partnership principles having its registered Office at 14, Ultadanga Road, Kolkata but the Respondent(s) have wrongfully shifted to Kachhari Road, Kalna, Burdwan as alleged. But in the reply, the respondent(s) admitted that some typographical error occurred while giving the list of share of the Respondent No. 1, Company, wherein the address of the registered Office has been wrongly shown as Kachhari Road, Kalna, Burdwan. As on date, i.e. on July 31, 2008, the registered office of the Company was at Ultadanga Road, Kolkata.
(2.) The petitioner(s) and the respondent No. 2, who are known to each other, as family friends, are the promoter directors of the Company and they hold equal number of shares of and in the company.
(3.) It is submitted by the petitioner(s) that initially, a nursing home under the banner of the said Company was built at Circus Maidan, Katwa, P.O. Katwa, District-Burdwan on the land and building owned by the three shareholders/directors i.e. the petitioners and the respondent No. 2. Since the Respondent No. 2 is a resident of Katwa and has experience and knowledge in the medical profession, he used to look after the day to day business of the said nursing home. The petitioner No. 2 also assisted him in running the day to day affairs of the company. The petitioner No. 1 was busy in expanding the business of the company by opening new nursing homes in various districts of West Bengal. For the purpose of promotion of the business activities of the company, marketing and expansion, the petitioner No. 1, mainly operated from 14, Ultadanga Road, Kolkata-700 004 which was the registered office of the Company. The petitioner(s) alleged that that the respondent(s) have wrongfully and illegally changed the registered Office of the company from 14, Ultadanga Road. Kolkata-700,004 to Kachhari Road, ER, Paschim Part, Katwa, P.O. Katwa, District-Burdwan-713130. The petitioner(s) further stated that taking undue advantage of the trust reposed on the respondent No. 2 by the petitioners, the said respondent forcefully grabbed the effective control of the Katwa nursing home of the company, by not giving access to the petitioners.;