High Court declines to entertain writ petition challenging EGM notice; suggests approaching NCLT for redressal

The High Court declined to entertain the writ petition challenging the notice for convening an Extra-Ordinary General Meeting (EGM) of the Delhi and District Cricket Association (DDCA). The court emphasized the availability of an alternative remedy through the National Company Law Tribunal (NCLT) under the Companies Act, highlighting that the NCLT could address the petitioner's grievances effectively. The court granted liberty to the petitioner to approach the NCLT for redressal, without making any observations on the merits of the case.

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Issues Involved:
1. Validity of the Notice for Convening the EGM.
2. Jurisdiction of the High Court under Article 226 of the Constitution.
3. Availability of Alternative Remedy through NCLT.

Summary:

1. Validity of the Notice for Convening the EGM:
The petitioner, the Secretary of the Delhi and District Cricket Association (DDCA), challenged the notice dated 10.06.2023 issued by the Apex Council for convening an Extra-Ordinary General Meeting (EGM) on 05.07.2023. The purpose of the EGM was to ratify the resolution dated 10.04.2023, appointing Justice M M Kumar (Retd.) as the Ombudsman cum Ethics Officer of the DDCA. The petitioner contended that the resolution was passed clandestinely and was invalid because it did not follow the procedure laid down in the Articles of Association (AoA) of the DDCA. Specifically, the petitioner argued that the appointment of the Ombudsman cum Ethics Officer should be done only at the Annual General Meeting (AGM) of the General Body, as stipulated in Article 10(5)(f) of the AoA.

2. Jurisdiction of the High Court under Article 226 of the Constitution:
The respondent raised a preliminary objection regarding the maintainability of the writ petition, arguing that the petitioner should have approached the National Company Law Tribunal (NCLT) for redressal of grievances as DDCA is a company incorporated under Section 8 of the Companies Act, 2013. The respondent cited various sections of the Companies Act, including Sections 241, 242, and 245, which grant the NCLT the power to regulate the conduct of the company's affairs and to provide relief in cases of oppression and mismanagement. The court acknowledged that its jurisdiction under Article 226 is discretionary and should not be exercised merely because it is lawful to do so, especially when an equally efficacious alternative remedy is available.

3. Availability of Alternative Remedy through NCLT:
The court emphasized that the NCLT has the power to address the grievances raised by the petitioner, including quashing the notice for the EGM and staying the effect of the resolution dated 10.04.2023. The court noted that Section 244 of the Companies Act allows the NCLT to waive the requirement of support from one-fifth of the total number of members for filing an application under Section 241. Therefore, the petitioner should have approached the NCLT first. The court also highlighted that the NCLT is situated in Delhi, making it a convenient forum for the petitioner.

Conclusion:
The court decided not to entertain the writ petition at this stage and granted liberty to the petitioner to approach the NCLT for redressal of grievances. The court made it clear that it had not made any observations on the merits of the case. The writ petition and pending applications were disposed of accordingly.

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