Kerala High Court
Rahim Kottarathil Marakkar @ ... vs M/S. Travancore Urban Nidhi ... on 28 December, 2021
IN THE HIGH COURT OF KERALA AT ERNAKULAM
PRESENT
THE HONOURABLE MR.JUSTICE VIJU ABRAHAM
TUESDAY, THE 28TH DAY OF DECEMBER 2021 / 7TH POUSHA, 1943
OP(C) NO. 2538 OF 2021
AGAINST THE NON-GRANT OF EXPARTE AD-INTERIM INJUNCTION ORDER IN OS
230/2021 OF II ADDITIONAL SUB COURT,TRIVANDRUM
PETITIONER/PLAINTIFF:
RAHIM KOTTARATHIL MARAKKAR @ K.M.R.GURU,
AGED 76 YEARS,S/O. LATE . SRI. MAKKAR, ' SPIRITUAL
PALACE' POOKKADASSERY KOTTARATHIL, AYARKUNNAM P.O.,
KOTTAYAM 686 564.
BY ADV N.J.MATHEWS
RESPONDENTS/DEFENDANTS:
1 M/S. TRAVANCORE URBAN NIDHI LIMITED,
P.B. NO. 5, TC 40/380/10, OASAK TOWER, THIRUMALA P.O,
THIRUVANANTHAPURAM 695 006, REPRESENTED BY ITS DIRECTOR
RATHEESH KUMAR.S.
2 C.Y. YESHWANTH ANAND PESALA,
CHARTERED ACCOUNTANT, MEMBERSHIP NO. 243369, PARTNER ,
M/S. YESHWANTH PESALA AND ASSOCIATES, CHARTERED
ACCOUNTANTS, 11/34, 5TH CROSS STREET, RV NAGAR, ANN NAGAR
EAST, CHENNAI-600 102.
3 THE INSTITUTE OF CHARTERED ACCOUNTANTS OF INDIA,
ICAI BHAVAN, INDRAPRASTA MARG, NEW DELHI 110 002,
REPRESENTED BY ITS PRESIDENT.
THIS OP (CIVIL) HAVING COME UP FOR ADMISSION ON 28.12.2021, THE
COURT ON THE SAME DAY DELIVERED THE FOLLOWING:
O.P (C) No.2538 of 2021 2
VIJU ABRAHAM, J
=======================
O.P (C) No.2538 of 2021
==========================
Dated this the 28th day of December, 2021
JUDGMENT
The petitioner is the sole plaintiff in O.S. No.
230 of 2021 on the file of the Second Additional
Subordinate Judge's Court, Thiruvananthapuram praying
for an order declaring that the 1st Annual General
Meeting of the 1st defendant company to be held on
29.12.2021 is violative of the Company's Act, 2013
and consequently to declare that the business to be
transacted at the proposed meeting is in violation of
the Company's Act, 2013. The petitioner has also
sought for other reliefs in the suit.
2. Along with the plaint, the petitioner filed
I.A. No. 01 of 2021 praying for an ex parte ad-
interim injunction restraining the 1st respondent
company from transacting any business at its 1st
Annual General Meeting proposed to be held on
29.12.2021 as convened by the notice dated
04.12.2021. The Trial Court did not grant any interim
relief and issued urgent notice returnable by
03.01.2022. The petitioner contends that though he
has filed an application seeking an urgent carbon
copy of the order passed on 22.12.2021, a copy of the
order was not issued. It is in the said circumstance
that the petitioner has approached the Vacation Court
filing the above Original Petition.
3. The petitioner contended that the 1st
respondent company is incorporated under Section 8 of
the Companies Act as a Nidhi Company as described in
Section 406 of the Act. Notice of Annual General
Meeting was issued on 04.12.2021 to transact various
businesses. It is further contended that the
financial statement of the auditor's report was found
to suppress many crucial facts in the functioning of
the respondent company. A management information
report prepared by the petitioner through a qualified
chartered accountant brought out several illegal and
impermissible activities committed by the respondent
company which violates various statutory provisions.
It was also contended that the 1st respondent company
has not applied to the Central Government for
declaration as a Nidhi Company. In the light of the
same, the petitioner contended that the company
should be restrained from transacting any business at
its 1st Annual General Meeting proposed to be held on
29.12.2021.
4. Admittedly notice regarding the Annual General
Meeting was issued on 04.12.2021 intimating that the
meeting will be convened on 29.12.2021. As averred in
the Original Petition, suit challenging the same
filed as O.S. No. 230 of 2021 is pending
consideration before the concerned court and urgent
notice returnable by 03.01.2022 was issued. The Trial
Court declined to pass any orders on the interim
application and posted the case to 03.01.2022.
5. The prayer in the present Original Petition is
for grant of an ad-interim injunction restraining
transaction of any business at the 1st Annual General
Meeting of the 1st respondent company to be held
tomorrow, i.e., on 29.12.2021. After hearing the
counsel for the petitioner and perusing the averments
in the Original Petition, I feel that it may not be
proper for this Court to pass any order restraining
the transaction of any business at the Annual General
Meeting scheduled to be held tomorrow and therefore I
decline the relief sought for in the original
petition. Needless to say, as the Annual General
Meeting is convened while O.S. No. 230 of 2021 is
pending consideration before the Trial Court, any
decision taken in the Annual General Meeting proposed
to be convened on 29.12.2021 will always be subject
to further orders in the said suit.
With the above said observation, this Original
Petition is dismissed.
Sd/-
VIJU ABRAHAM, JUDGE
pm
APPENDIX OF OP(C) 2538/2021
PETITIONER'S EXHIBITS
Exhibit P1 TRUE COPY OF THE PLAINT IN O.S. NO.
230/2021 ON THE FILES OF THE SECOND
ADDITIONAL SUB COURT, THIRUVANANTHAPURAM.
Exhibit P2 TRUE COPY OF THE I.A. NO. 1 OF 2021
PRAYING FOR EX PARTE AD -INTERIM
INJUNCTION IN OS 230/21 ON SECOND
ADDITIONAL SUB COURT, THIRUVANANTHAPURAM.
// TRUE COPY //
PA TO JUDGE
