TaxTMI 
TaxTMI 
2009 (6) TMI 582
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....t') urging various grounds without framing questions of law for consideration by this Court. 2. Heard learned counsel appearing for the appellant and learned counsel appearing for the second respondent. 3. The company petition was filed by the second respondent herein for the following reliefs :- "(i)To declare that the acts of the second respondent are oppressive and prejudicial to the interests of the company and its members; (ii)To declare that the transfer of shares in favour of the third respondent on the basis of forged transfer form is null and void; (iii)To direct the company to restore the shares in the name of the petitioner and, accordingly, rectify the register of members; (iv)To declare that the appointment of....
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.... is that it has not noticed that the second respondent was removed as a director and a shareholder of the company and that he had submitted resignation letter and shares were transferred in favour of the third respondent. Therefore, the Company Law Board could not have entertained the petition without the second respondent first obtaining the order of rectification from the register of members of the first respondent-company by the second respondent as required under section 111 of the Companies Act. The findings recorded by the Company Law Board that the allegation of fraud and forgery involving complicated and disputed facts could not have been the subject-matter of investigation and adjudication by the Company Law Board in a summary proc....
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....d it is the third respondent who is aggrieved. According to the Company Law Board, the shares of the second respondent are transferred in his name and set aside the shares transferred in the name of the third respondent and further direction to the company to rectify the register of members and further directorship of respondent No. 3 is set aside on the ground that it is not preceded by the company board's resolution and only on the basis of Form No. 32 shares are transferred and he has been made as director. Therefore, it is the third respondent who is the aggrieved person and not the appellant, who has filed the appeal. One more strong ground used in support of the impugned order is that the appeal filed by the appellant is not maintaina....
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.... not by framing the questions of law as required in law. On this ground alone, we can reject the appeal. However, in the interest of justice and equity, we have carefully gone through the findings and reasons recorded in the impugned order of the Company Law Board with reference to the legal grounds urged by the appellant and also the legal contentions urged on behalf of the appellant and the second respondent with a view to find out as to whether a question of law would arise in this appeal for consideration by this Court. In our considered view, the findings of fact recorded on a crucial question regarding the alleged resignation of the second respondent to the directorship and the transfer of shares in favour of the third respondent was ....
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....aring in the vakalatnama and the company petition would reveal that they would not assume any similarity. But they are in variance with the admitted signatures of the second respondent and further made an observation that a more cursory look at the disputed document, namely, the share transfer form, letter of undertaking and letter of resignation can lead to irresistible conclusion that one can easily read the name of the second respondent, namely, "Vasu" forming part of the disputed signature, whereas, it is not so in the case on any of the admitted signature. To put it in a nutshell, the word "Vasu" is visible in all the disputed signatures, while no such word could be made out looking to the admitted signature of the second respondent. T....