Sri J R Srinivas vs Sree Gururaja Enterprises P Ltd on 20 March, 2012

[Cites 1, Cited by 1]

Karnataka High Court

Sri J R Srinivas vs Sree Gururaja Enterprises P Ltd on 20 March, 2012

Bench: N.Kumar, Ravi Malimath

1 COMBA 3/2012

IN THE HIGH COURT OF KARNATAKA, BANGALORE
DATED THIS THE 20™ DAY OF MARCH - 2012 a
PRESENT; ;
THE HON'BLE panatcn! - -
a * en

THE HON'BLE MR. JUSTICE RAVI MALIMATH

SriJR SRINIVAS. - aca
S/O LATE SriJ 8 "RAMESH
AGED ABOUT 36 YEARS
NO.5, PALACE ROAD,
CHAKRAVARTH! LAYOUT
BANGALORE |
: | .. APPELLANT

(By Sri K.C.RAGAVAN, Sr. COUNSEL FOR
LEXPLEXUS & C M POONACHA)

(OURT OF KARNATAKAHIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT

_ i SREE GURURAJA ENTERPRISES

_ PRIVATE LIMITED,
A COMPANY REGISTERED UNDER THE
COMPANIES ACT, 1956, ~~



3 COMPA 3/2012

HAVING ITS REGISTERED OFFICE
AT NO.173/174,

SUBEDAR CHATRAM ROAD,
SESHADRIPURAM,
BANGALORE - 560 002

2 SRI NARASIMHAMURTHY NAYAK
S/O SRI MN NANJUNDA a
AGE: YEARS, MAJOR.
R/AT OPP. DDP! OFFICE,
D R RADAKRISHNAN ROAD,
"GURU KRUPA',S 8S PURAM, T UMKUR,.

3 SRIYATHIVENGRA NAIK ~~. __
S/O SRI NARASIMHAMURTHY NAYAK
AGEL ABOUT 31 YEARS
R/AT NO.23, SURYA APARTMENTS
CRESCENT CROSS ROAD,
SRIKANTAN LAYOUT.
BANGALORE - 560 001

4 Sur ASHARANI
W/O 8RI SUNIL NAIK
AGE :27 YEARS
. R/ATNO.L6/A,
_ -ASHIRWAD APARTMENTS,
RP CROSS, GEDELAHALLI
SANJAYNAGAR,
BANGALORE - 560 079.
. .. RESPONDENTS

By Sri VGB ASSPCIATES FOR C/R2;
Sri UDAYA HOLLA, Sr.COUNSEL FOR
Sti MADHUKAR M.DESH PANDE, Adv. FOR C/R3}) wa

COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COUR


OURT OF KARNATAKAHIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT

3 COMPA 3/2012

This Company Appeal is filed under Section iOF a
of the Companies Act, 1956, to set aside / modify the
impugned order dated 24.02.2012 [Annexute - Al oe
passed in Company Appeal No.45/2012 filed. in |

C.P.No.9/2012 by the Company Law - Bord,
Chennai; and ete. o ;

This appeal coming on for admission, thie day,

N.RUMAR, J. J, delivered the following.

7 wupa aie |

This appeal is 'preferred against the order
passed | oy the Compeny' Law Board, Chennai Branch

on ason.a0%2. |

The appellant fled a company petition

_ 'Of 2012 'seeking certain reliefg. In the company

| petition itself, several interim reliefe were also sought

mS "for However, the appellant also filed Company
_ - ; Application No.45/2012. In the said company

i a application, appellant sought for advancement of

hearing of Company Petition No.9/2012 from


~OURT GF KARNATAKAHIGH COURT GF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT

4 COMPA 3/2012

28.03.2012 to 17.02.2012 and to grant an order of

status-quo of the composition of Board of Directors _

and the shareholding of the first "rewondent

Petition No.9/2012.

3. Respondents filed detailed objections
opposing the said prayer. me . -

Appellant: aizo fled one "more application
CAN0.48/2015 eecking a "direction to the
reepondente not. to give effect to the resolution
pasaed in the EGM stated to have been held on

. 21.02.2013 of the fret respondent Company pending
Giapowel of Company Petition No.9/2012.
| Respondents have not filed any objections to the said
- : application.

4 After pre-poning the date of hearing, it

_ appears that, on both the applications, the parties

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The convening. of the BGM on 21.02. 2012 shall be subject to the final outcome of the C.P. The respondents shall keep the petitioner informed of the proceedings of the Board will be serving notes and minutes an the petitioner within _ 483 hours of the meeting, by RPAD, and _ "submit statement of accounts of the company ta the bench on fortnightly basis, _ parties at liberty to suggest the names of the valuer', were heard. Then, the Company Lavy 'Board _ Aggrieved by the same, the appellant is hy . . before this Court.

\ GEE OF KARNATAKA HIGH COURT. OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COUR 6 COMPA, 9/2012

6. Learned counsel for the appellant aeaaiting the impugned order contends that, in the application | _ filed by them, they have clearly. eet. out what their case is, what ia the injustice done to them by the | respondents and what ia the rellef to which they are entitled to and they have senaht - certain relic fh.

7. The Cosspany Law Board. without proper application of : "aod without properly cppreciating the wate ofthe appellant han proceeded to pase the afjreaaid order, which is exfacie and . illegal. Iti ip devoid of the reasons and therefore, it is « mullty ond Sable tobe sot aside

8. Per "contra, learned Senior Counsel | _ appearing 'for the respondents submit that the On "Tribunal at the instance of the appellant pre-poned _ the case and passed an order on the application, Le aoe LER GS BON APE * OF KARNATAKA HIGH COURT. OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COUR ? COMPA $/2012 do not call for any interference. 'He submitted that, | = infact, the respondents had no time to file oly etio:

to the other application which was also taken into consideration.

9. The Apex Court in the cane of Gearetury and Curator, Victoria -ve Kewerah Ganatantrik: Magrik Bamlty ind thers reported te (2010) 3 BCC 789 dealing with how a judicial ondar ia to be passed has held as under: 7 SO "+46. hin a settod legal proposition that "not eniy an administrative but aleo a judicial order must be supported by reasons, recorded in to. Thus, while deciding an ~ tasue, the Court is bound to give reasons for its conclusion. It is the duty and obligation on the part of the Court to record reasons while disposing of the case. The hallmark of an order and exercise of judicial power by a L-

s COMPA 3/2012

judicial forum is to disclose its reasons by ; itself and giving of reasons has ahvays been me _ insisted upon as one of the fundamentals of : a sound administration of justios-delivery = system, to make known that there had heen proper and due application of mind to the 7 issue before the Court and. also as on essential requisite of the principles of nettural justice. "The giving of reasons jor a 'decision is an essertil attribute of judicial and judicious disposed of a. matter bejore Courts, and. whith is: the. oly indication to know abuut the manner and quality of exercise undertaken, as also the fact that the Court concerned had reaiiy applied its mind' (Wide State of Orissa -vs- Dhaniram Luhar

- and State of Rajasthan -vs- Sohan Lal oo Teporied in + (2004) 5 SCC S73).

4 Reason is the heartbeat of every

- conclusion, It introduces clarity in an order and without the same, it becomes lifeless. Reasons substitute subjectivity by objectivity. Absence of reasons renders the order indefensible / unsustainable Ria} coe UF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COUR 9 COMPA 9/2012 particularly when the order is Subject to _ further challenge before a@ higher forum Pa

42. Thus, it i evident that the recording of reasons is @ prinsipis of natura! : ey justice and every judicial order must be supported by reasons ncorded in writing. it :

ensures transparency end fiirness in decision making. Tha person who is advert afte ry ka, aa 29 why his

10. The order pacsed ty 'the Tribunal is contrary to the oforoesi law deolared by the Apex Court. In the order, the case of the parties is not eet . out, 'No reasons are assigned in support of the 'mmpugned order passed Infact, the order read an a te shows total non-application of mind. In these _ cireumatences, this order cannot be sustained.

COURT OF KARNATAKAHIGH COURT. OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT 10 COMPA. 3/2012 However, the Tribunal is directed to afiurd sufficient opportunity to the respondents. to file objections to the applications Bled by the appellant, Hear both the parties, set out the onan in 'brief and epply its mind to the facts of the cese and other "material on record, keeping in mind the law laid down by the Apex Court and then poss an order on merita. Both the pasties ure directed to appear without fail on 98.03.2012 to whioh date now the case is ndjoarned. On 'that date, the respondents shall file ite objeotions.. "The respondents shall file the objections to the application on the above said

- date after serving a copy to the appellant earlier and thereafter the Tvibunal shall hear the parties and | pasa appropriate ordera within three weeks from the : . via ented L-

WOU OF KARNATAKA HIGH COURT-OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COURT OF KARNATAKA HIGH COUR 1i COMPA, 3/2012 Learned Senior Counsel appearing for both the parties submit that the direction issued in the . suggest the names of the valuer i acceptable to beth of them and they would cuggest the name of the valuer. That portion of the order ia not eet snide.

Accordingly, thin appeal ts diaponed ot Sd/-

JUDGE Sd/-

JUDGE

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Karnataka High Court

Sri J R Srinivas vs Sree Gururaja Enterprises P Ltd on 20 March, 2012

Bench: N.Kumar, Ravi Malimath