V. Balachandran vs Union Of India And Another on 13 January, 1992
24. It is indeed noticeable that by the amendment Act of 1988, some of the powers hitherto exercised by the High Courts and falling exclusively within the domain of the High courts are vested in the company Law Board. The powers which were hitherto exercised by the courts, that is to say, the power to grant relief to a private company from the consequence of accidental failure to comply with conditons constituting it a private company (section 43), to direct an immediate inspection register of investments if inspection is refused ( section 49(10)), to pass an order directing thaa copy of a trust deed be sent forthwith to a person requiring it (section 118(3)) ; to pass an order directing immediate inspection of copies of instruments cratng charges or register of charges (section 144(4)) ; to pass an order directing immediate inspection of registers and returns or directing copies thereof be sent forthwith to the person requiring it (section 163(6)); to decide as to whether rights of requisitionists to get their resolution circulated to shareholders is being abused to secur needless publicity for defamatory mater and to order company's costs on an application to be paid in whole or in part by the requisitionists (section 188(5)) : to pass an order directing immediate inspection of minute boks or directing a copy thereof be sent forthwith to the person requiring it (section 196(4) ; to pass an order directing that a copy of the balance-sheet and auditor's report demanded be furnished forthwith to persons concerned (section 219(2) : to decide as to whether the right of auditors to get their representations circulated and read out a meeting is being abused to secure needless publicity for defamatory matter and to order company's costs on an application to be paid in whole or in part on the retiring auditors (section 225(3), proviso) : to decide as to whether the right of a director to get his representation circulated and read out at meetings is being abuse to secure needless publicity for defamatory matter and to order company's costs on application to be paid in whole or in part by such director (section 284(4), Proviso) ; to pass an order directing immedicate inspection of the register maintained under section 303 (section 3042)(b) ; to pass an order directing immediate inspection of register maintained under the section (section 307(9)) : to recommend removal of managerial personel (section 388B to 388E); to exercise powers in connection with prevention of oppression and mismanagement ( section 397, 398, 401, 402, 403, 404 and 406) and to grant leave for appointment of managerial director or manager whose agreement has been terminted or set aside provided notice has been served on the Central Goverment (section 407(1)(b), have been taken away from the courts and vested in the Company Law Board, Questions of grave consequences as to the managment which were required to be determined by the High Court, for example, matters falling under chapter VI-A ( section 388B to 388E) which require a judicial determination for these provisions are related to any person concerned in the conduct and management of the affairs of a company found guilty of fraud, misfeasance, presistent negligence or default in carrying out obligations and functions under the law, or brench of trust; and management without following sound busines principles or purdent commercial practice; or causing or liekly to casuse serious injury or damage to the interest of the trade, industry or business to which such compnay pertains or intended to defrasud creditors, members or any other persons or otherwise for a fraudulent or unlawful purpose or in a manner prejudicial to public interest, matters falling under chapter VI for prevention of mismanegement are after th new amendments transfered to the exclusive jurisdiction of the Company Law Board, Matters thus which were originally found only judicially determinable by courts and some exclusively by the High Court are now to be determined by the Company Law Board. Unles judicialluy trained independent persons of proven integrity are appointed to adjudicate such questions, one may get a feeling that there is an attempt to creat not a paralled and independent mechanism for the purposes that were noiced by the experts, namely the joint Parliamentary Commeittee and the Sachar Committee but for unknown reasons tramelling adjudicatory mechanism and the litigants who hitherto were entitled to move the courts thus may get a feeling that the decision-making process might be affected by reason of dependence upon the excutive ( see Avadhesh Kumar Singh v. State of Bihar [1988] PLJR 289 and Kalika Kuar alias Kalika Singh v. State of Bihar [1990] 1 BLJR 51.