SHRI RAM BABU Vs. TARGET CONSTRUCTIONS PVT. LTD. AND ORS.

JUDGEMENT

(1.) IN this order I am considering Company Petition No. 19 of 2007 filed by Sh. Ram Babu (the petitioner) under Sections 397 and 398 of the Companies Act, 1956 (hereinafter referred to as the "Act") against M/s Target Constructions Pvt. Ltd. and Ors. alleging illegal allotment of shares removal of directors, manipulation of accounts and siphoning off of funds of the R -1, etc.

(2.) THE undisputed facts of the case are M/s Target Constructions Pvt. Ltd. (R -1) was incorporated on 13.01.1999 and promoted by the petitioner and R -2 and 3. All the promoters were working directors. The registered office of the company was situated at 31 A, Moti Lal Nehru Road, Allahabad being the residence of R -3. The main object of the company are to carry on the business of installation and commissioning and use of hot mix plants with machines at the work sites for road construction process on contractual basis. The paid up share capital of the company was Rs. 20 lacs divided into 2,00,000 equity shares of Rs. 10/ - each and the shareholding pattern of the company as per annual return made upto 30.9.2003 was petitioner - 60,100 shares; R -2 -53,100 shares; and R -3 - 86,000 shares.

(3.) IN the general meeting held on 18.9.2003 authorized capital of the company was increased from 20 lakhs and it was decided to allot shares to the three shareholders - directors on pro rata basis. In the Board Meeting held on 30.10.2003, it was decided that the shares of all the three directors/shareholders as duly reflected in the annual return made upto 30.9.2003 be made equal and that R -3 may transfer his 13,566 shares to R -2 and 6,566 shares to petitioner on payment of consideration amounting to Rs. 1,35,666 and Rs. 65,660/ - respectively.