Confirmation of special resolution invalid where statutory interval for the confirming meeting was not observed, so confirmation dismissed.

A special resolution authorising a refund of share capital required statutory confirmation within a prescribed interval; the subsequent confirming meeting was held outside the mandatory interval under Section 81(2)(b), resulting in non compliance with the statutory interval requirement and rendering the confirmation invalid. The petition seeking court confirmation was dismissed because the legal effect of the failed procedural prerequisite was to defeat the validity of the confirmation regardless of the substantive approval for the refund of share capital.

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Issues: Whether the special resolution for refund of share capital and its subsequent confirmation are valid despite non-compliance with the statutory interval prescribed for confirmation under the Indian Companies Act.

Analysis: The petition sought the Court's confirmation of a special resolution authorising a refund of Rs. 150 per share. The statutory requirement in Section 81(2)(b) prescribes that the confirming meeting must be held not less than fourteen days and not more than one month after the first meeting. The subsequent meeting was held outside the mandatory interval, resulting in non-compliance with the statutory requirement applicable to confirmation of the resolution.

Conclusion: The confirmation did not comply with the mandatory interval prescribed by Section 81(2)(b) and is therefore invalid; the petition for confirmation is dismissed.

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