2010 (7) TMI 827

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....erefore, on that day we adjourned the matter for the above purpose to the next date, i.e., July 8, 2010. On July 8, 2010, Mr. Das produced the original power of attorney executed in favour of the sales manager by the director of the company, who have authorised him to represent the company in the court proceedings. On that date, the court further directed Mr. Das to produce the resolution passed by the board of directors of the company. Pursuant to the said order, on July 14, 2010, Mr. Das has filed a miscellaneous case along with four documents including the resolution of the board of directors. Mr. Das has placed strong reliance upon the resolution under annexure 3 regarding re-appointment of whole-time director under sections 198, 269, 3....

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....e Companies Act except where express provision is made that the powers of a company in respect of a particular matter are to be exercised by the company in general meeting, in all other cases the board of directors are entitled to exercise all its powers." 3. Relying on the aforesaid judgment, learned counsel for opposite party No. 4 submitted that on the basis of the said documents the sales manager cannot file a writ representing a company. 4. Learned counsel for opposite party No. 4 submitted that the principle enshrined in the CPC is applicable to the writ proceedings and therefore the decision of the Delhi High Court referred to supra can be applied to the fact situation of the present case. He has also placed strong reliance upo....

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....tion has been filed by a company being represented by its sales manager on the basis of a power of attorney given by the director. The board of directors of the petitioner-company passed a resolution authorising the director to represent the company to institute the proceedings on behalf of the company. Therefore, the director has no further authority to execute the power of attorney in favour of the sales manager to act on his behalf in the court proceedings. The power can only be given by the board of directors of the company in exercise of its statutory power by passing the resolution under the provisions of section 291 of the Companies Act in favour of a director or principal officer of a company who is well versed with facts to speak, ....