Petition Dismissed: Court Upholds Three-Month AGM Extension; No Evidence of Ulterior Motives or Stakeholder Harm Found.

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....The court dismissed the petition challenging the order granting a three-month extension to hold the Annual General Meeting. The respondent No. 1 did not spell out 'special reasons' for allowing the extension as mandated by Section 96 of the Act. However, the reasons were outlined in the request letter by respondent No. 2. The court held that the sufficiency of reasons cannot be assessed by respondent No. 1 unless evidence of ulterior motives or detriment to stakeholders is presented. The petitioners failed to demonstrate exceptional grounds for rejecting the extension. Issues regarding mismanagement should have been addressed by approaching the Tribunal u/s 241 for oppression or removal of directors. The Act does not require shareholders to be heard before granting an extension.....