TaxTMI 
TaxTMI 
2009 (3) TMI 574
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....63 of the Companies Act. (For convenience I will refer to the Respondent herein as the Petitioner and to the Appellant as the company). 3. This appeal raises the following questions of law :- (i)Whether a shareholder of a company has no locus standi to maintain a petition for reliefs under section 163 of the Companies Act if he is also a Director of the company. (ii)Whether the Company Law Board has the power and jurisdiction in a petition for reliefs under sections 163, 621 or 629 of the Companies Act to advise the Registrar of Companies to take necessary action as per law in the event of the Petitioner in a petition for reliefs under section 163 making an application under section 629 of the said Act. (iii)Whether the Company ....
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....consent. 6. The company by its letter dated 22-2-2007 alleged that the Petitioner had taken away the records and the registers of the company. The company, therefore, called upon the Petitioner to return all the books of the company. 7. The further correspondence between the parties was to the same effect. It is not necessary to deal with the disputes between the Petitioner and the other shareholders as the petition was filed for the limited purpose of seeking inspection of the records of the company in exercise of the petitioner's rights under section 163 of the Companies Act. 8. In view of the above, the Petitioner filed the above petition for an order directing the company to furnish him the certified copies of all the documents....
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....rar to take up the necessary prosecution proceeding or he being a shareholder he himself can initiate such action as provided by the law. Therefore, I advise the petitioner to decide himself which way he likes the action under section 629 to be initiated. However, if the petitioner approaches the Registrar of Companies, Mumbai for necessary action under section 629 against the respondent, he is advised to examine the evidence produced by the petitioner and take necessary action as per law. The petitioner has not got the inspection and the Company for the best of its knowledge has not given the inspection. Therefore, the Registrar of Companies, Maharashtra is advised to initiate prosecution proceedings against the respondent for contraventio....
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....ded that such registers, indexes, returns and copies of certificates and documents or any or more of them may, instead of being kept at the registered office of the company, be kept at any other place within the city, town or village in which the registered office is situate, if- (i )such other place has been approved for this purpose by a special resolution passed by the company in general meeting, and (ii )****** (iii)the Registrar has been given in advance a copy of the proposed special resolution. (1A) Notwithstanding anything contained in sub-section (1), the Central Government may make rules for the preservation and for the disposal, whether by destruction or otherwise, of the registers, indexes returns, and copies of cert....
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....ection (4), the company, and every officer of the company who is in default, shall be punishable, in respect of each offence, with fine which may extend to five hundred rupees for every day during which the refusal or default continues. (6) The Central Government may also, by order, compel an immediate inspection of the document, or direct that the extract required shall forthwith be allowed to be taken by the person requiring it, or that the copy required shall forthwith be sent to the person requiring it, as the case may be." 12. Section 163 does not confer jurisdiction upon the Company Law Board to advice the Registrar of Companies to initiate prosecution for a contravention of section 163. Nor do sections 621 and 629 confer such p....
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....ion is not well founded. As noted earlier, the Petitioner is also a shareholder of the company. The mere fact that he is also a Director of the company would not affect his right under section 163 as a shareholder. I see no warrant for restricting the scope of section 163 in this manner. It would really involve the court rewriting the section. Under section 163, it is the company and not any individual Director that is bound to give inspection of the records mentioned therein. Thus, even if a Director desires inspection of the records referred to in section 163, it is always open to him to apply to the company for the same by invoking the provisions of that section. The petition is maintainable and that the Petitioner has locus standi to....