Division bench allows appeals against restriction imposed by single bench on publications of results

A division bench of the Calcutta

High Court has allowed appeals against restrictions imposed earlier by a single bench on publication of results of some resolutions put to vote at the AGM of Birla Cable Limited, Vindhya Telelinks Limited and Birla Corporation Limited, held in August last year.

Setting aside the single bench order on Monday, a division bench comprising justices Sambuddha Chakrabarti and Arindam Mukherjee observed that the single bench order of August is not sustainable as it was passed interfering with the holding of annual general meeting (AGM) by the companies, which are separate juristic entities, without first deciding the issue of jurisdiction.

 

"In view of the said orders passed by the single bench, all the results of voting on the resolutions of the annual general meetings of these three companies could not be published," Debanjan Mandal, counsel for the three companies, said.

In respect of Birla Corporation Limited, these resolutions included reappointment of director, payment of dividend to shareholders and resolution for payment of profit-based remuneration/commission to the non-executive chairman.

The three companies had appealed before the division bench in November last year, contending that the restraining orders are in violation of natural justice and fair play, contrary to the provisions of the Companies Act, 2013, and has the effect of restraining discharge of statutory obligations to conduct various businesses at the AGM.