Indian Kanoon - Search engine for Indian Law

7. The aforesaid annual general meeting had to be postponed because of various reasons, viz., for not despatching the individual notices to the shareholders, balance-sheets and proxy forms for the annual general meeting were sent. It appears that subsequently the defendants are claiming that such annual general meeting was held on March 22, 1999, and thereby four additional directors were appointed illegally and statutory auditor was appointed. Even assuming the aforesaid purported annual general meeting was held, it was done at a place different from the one of which public notification was given. Therefore, without having any notice the purported meeting was held and resolution was adopted. At no point of time the story of appointment of additional directors was divulged until this suit was filed. Even the so called additional directors did not assert their right at any point of time. The resolution purported to have been adopted on June 27, 1999, by the board of directors without any notice at all upon the plaintiff directors. Plaintiff No. 3 was in Mumbai, plaintiffs Nos. 4 and 5 are not executive directors and as such they do not attend corporate office. Mr. Kundu, plaintiff No. 2, received notice by fax on June 28, 1999, in the morning. Unreasonably short notice however reached at 5.45 p.m. on June 26, 1999, viz., on Saturday after office hours. Even had it been noticed on Saturday itself by plaintiff No. 2 it was impossible for him to attend the aforesaid meeting from Calcutta to Gangtok on June 27, 1999. For this point reliance has been placed by Mr. Mitra on a decision of Supreme Court in Parameshwari Prasad Gupta v. Union of India, .