Court Orders Review of Approval for Altering Cricket Association's Articles of Association

The court directed the Competent Authority to review the Approval granted under Section 25(8) of the Companies Act, 1956 for altering the Articles of Association of the Cricket Association in light of the petitioners' objections and compliance with the Companies Act. The court stressed the significance of providing a fair hearing to the petitioners and ensuring procedural fairness in such matters, leaving the final decision on the Approval to the Competent Authority.

---

---

Issues:
Quashing of Approval under Section 25(8) of Companies Act, 1956 for alteration of Articles of Association of respondent No. 3 - Cricket Association and mandamus to grant fair hearing to petitioners.

Analysis:
The petitioners, claiming to be members of respondent No. 3 - Cricket Association, sought the quashing of the Approval under Section 25(8) of the Companies Act, 1956 for altering the Articles of Association. They alleged that the alteration was contrary to the provisions of the Companies Act, 1956. The petitioners contended that the Approval was granted without considering their detailed Representation. The petitioners highlighted discrepancies in the information obtained under the Right to Information Act, revealing that the application for alteration had not been received or was pending. The delay in approaching the court was questioned, but the petitioners argued that the delay should not hinder their right to challenge the alterations, considering it a continuing wrong.

The petitioners relied on legal precedents to support their argument against the alterations made in the Articles of Association. On the other hand, the respondents argued that the alterations were in accordance with the Companies Act, 1956, and suggested that the petitioners could seek remedies through the Company Law Board or civil courts. The respondents also raised the issue of acquiescence by the petitioners due to their participation in elections held under the altered Articles of Association.

The court analyzed the contentions of both parties and emphasized the importance of ensuring compliance with the Companies Act, 1956. The court held that even if the petitioners participated in elections before filing the petition, the delay and acquiescence would not bar them from challenging the alterations. The court also addressed the issue of the pending Representation (Annexure-E) and directed the second respondent to provide a post decisional hearing to the petitioners to consider their objections regarding the alterations in the Articles of Association. The court stressed the principles of natural justice and mandated a speaking order on the Representation to determine the compliance with the Companies Act. The court left the decision on the impugned Approval to the Competent Authority, emphasizing the need for a fair hearing and disposal of objections before granting Approval.

In conclusion, the court disposed of the writ petition and pending applications, directing the Competent Authority to review the impugned Approval in light of the petitioners' objections and compliance with the Companies Act, 1956. The court emphasized the importance of hearing the petitioners and ensuring procedural fairness in such matters, leaving the final decision on the Approval to the Competent Authority.

---