NDLI: Ram Parshotam Mittal & Ors. Vs. Hotel Queen Road Pvt. Ltd. & Ors.

Content Provider	Supreme Court of India
e-ISSN	30484839
Language	English
Access Restriction	NDLI
Subject Keyword	300 and 108 & ss.19(2) 169(4) Companies Act 1956 87(2)(b) 397 and 398 ss. 286 85
Content Type	Text
Resource Type	Law Judgement
Jurisdiction	India
Act(s) Referred	Companies Act, 1956 (1 of 1956)
Case(s) Referred	Referred Case 0 Referred Case 1 Referred Case 2 Referred Case 3 Referred Case 4 Referred Case 5 Referred Case 6 Referred Case 7 Referred Case 8 Referred Case 9 Referred Case 10 Referred Case 11
Case Type	Appeal
Court	Supreme Court of India
Disposal Nature	Appeal Disposed Off
Headnote	Companies Act, 1956 – ss. 286, 300 and 108 & ss.19(2), 85, 87(2)(b),169(4), 397 and 398 – Government of India took policy decision on 5.7.02 to disinvest its shares in the Indian Tourism Development Corporation (ITDC) which owns various hotel properties; one of them being Indraprastha Hotel – In terms of an approved scheme of Arrangement of Demerger the said hotel was transferred to the Respondent No.1-HQRL, created as a Special Purpose Vehicle to enable disinvestment – Government of India invited bids for sale of shares in HQRL – Appellant No.3-Moral Trading & Investment Ltd. was the successful bidder – Appellant No.1-‘RPM’, his wife-appellant no.2 who held the controlling interest in Moral, and the Respondent No.3-‘AM’, younger brother of the Appellant No.1 were appointed regular Directors of HQRL – HQRL approved the issuance of 23,65,000 redeemable preference shares to the Respondent No.2-Hillcrest – HQRL filed civil suit being CS (OS) 992 of 2005 before the High Court inter alia seeking injunction against Hillcrest from proceeding with proposed resolutions of EOGM – Three resolutions dtd. 27.7.04, 7.1.05 and 10.5.05 passed allotting/transferring shares in favour of ‘RPM’, his wife and Moral – Challenged by Hillcrest and ‘AM’ before the Company Law Board (CLB) u/ss.397, 398 alleging oppression and mis-management of HQRL by the RPM Group inter alia on the ground that no notice was issued to ‘AM’ who was, at the material time, a Director – Petition dismissed – Hillcrest filed suit being CS (OS) No.1832/08 in High Court for declaration that it had voting rights in HQRL in view of the Resolution dtd. 30.09.02– High Court allowed CoA (SB) 4/2006 of Hillcrest and cancelled the allotment and transfers made by three resolution on the grounds that Hillcrest had voting rights and there was breach of ss.286, 300 and 108 and set aside the order of the CLB – High Court also recorded suo motu proceedings u/s.340, Cr.PC against ‘RPM’ – On appeal, held: Two civil suits are pending consideration; one being OS No.992/2005 filed by HQRL; other Suit No.1832/2008 seeking declaration that HQRL had become a limited company by virtue of the resolution passed on 30.9.02 – Matter travelled to Supreme Court in the matter of grant of injunction which was decided in Ram Parshottam Mittal v. Hillcrest Realty – Supreme Court without meaning to decide the issue finally prima facie observed that HQRL had altered its status and had become a public company – It was also observed significantly as this issue has to be decided in the two pending suits, it would not be proper for Supreme Court to dwell into the question further – It has not been disputed that no notice u/s.286 was given to ‘AM’, the Director when impugned resolutions were passed – Impugned resolutions are unfair to ‘AM’ – Even otherwise the absence of the notice is enough to invalidate the same as mandated by s.286 – It was improper for the Directors to allot shares to themselves and to the exclusion of ‘AM’ and that too without issuance of notice to him – s.108 operates independently of s.286 or s.300 – Invalidation of meeting is dependent under the provisions of s.108 – There was violation of s.108 – HQRL did not file share certificate along with the duly executed share transfer form as on 10.5.05, the date of Board resolution – Plea of ‘RPM’ was disbelieved that share certificates were returned on 23.6.03 – High Court ordered the proceedings u/s.340 Cr.P.C. against ‘RPM’ for filing an affidavit to the contrary – In the fact and circumstances of the case, taking into consideration the overall scenario, impugned order not interfered with – However, direction to prosecute appellant no.1, ‘RPM’ in the facts of the case, set aside.
Judge	Hon'ble Mr. Justice Arun Mishra
Neutral Citation	2019 INSC 678
Petitioner	Ram Parshotam Mittal & Ors.
Respondent	Hotel Queen Road Pvt. Ltd. & Ors.
SCR	[2019] 7 S.C.R. 976
Judgement Date	2019-05-10
Case Number	3934

Sl.	Authority	Responsibilities	Communication Details
1	Ministry of Education (GoI), Department of Higher Education	Sanctioning Authority	https://www.education.gov.in/ict-initiatives
2	Indian Institute of Technology Kharagpur	Host Institute of the Project: The host institute of the project is responsible for providing infrastructure support and hosting the project	https://www.iitkgp.ac.in
3	National Digital Library of India Office, Indian Institute of Technology Kharagpur	The administrative and infrastructural headquarters of the project	Dr. B. Sutradhar bsutra@ndl.gov.in
4	Project PI / Joint PI	Principal Investigator and Joint Principal Investigators of the project	Dr. B. Sutradhar bsutra@ndl.gov.in Prof. Saswat Chakrabarti will be added soon
5	Website/Portal (Helpdesk)	Queries regarding NDLI and its services	support@ndl.gov.in
6	Contents and Copyright Issues	Queries related to content curation and copyright issues	content@ndl.gov.in
7	National Digital Library of India Club (NDLI Club)	Queries related to NDLI Club formation, support, user awareness program, seminar/symposium, collaboration, social media, promotion, and outreach	clubsupport@ndl.gov.in
8	Digital Preservation Centre (DPC)	Assistance with digitizing and archiving copyright-free printed books	dpc@ndl.gov.in
9	IDR Setup or Support	Queries related to establishment and support of Institutional Digital Repository (IDR) and IDR workshops	idr@ndl.gov.in

Ram Parshotam Mittal & Ors. Vs. Hotel Queen Road Pvt. Ltd. & Ors.

Please Log-in to view this content

M/s. Hotel Queen Road Pvt. Ltd. & Ors. Vs. Mr. Ram Parshotam Mittal & Ors.

Tin Plate Dealers Association Pvt. Ltd. & Ors. Vs. Satish Chandra Sanwalka & Ors.

J.p. Srivastava & Sons (rampur) Pvt. Ltd. & Ors. Vs. H.k. Srivastava (dead) Through L.rs. & Ors.

J.p. Srivastava and Sons Pvt. Ltd. and Ors. Vs. M/s Gwalior Sugar Co. Ltd. and Ors.

Hasmukhlal Madhavlal Patel and Anr. Vs. Ambika Food Products Pvt. Ltd. and Ors.

M.s.d.c Radharamanan Vs. M.s.d. Chandrasekara Raja and Another

ASHOK MITTAL v. RAM PARSHOTAM MITTAL & OTHERS [ S 2559/2007 INDLHC 580 (19 February 2008)]

S. P. Jain Vs. Kalinga Tubes Ltd.

World Wide Agencies Pvt. Ltd. and Anr . Vs. Mrs. Margarat T. Desor and Ors.

Ram Parshotam Mittal & Ors. Vs. Hotel Queen Road Pvt. Ltd. & Ors.

Ram Parshotam Mittal & Ors. Vs. Hotel Queen Road Pvt. Ltd. & Ors.

Please Log-in to view this content

Similar Documents

M/s. Hotel Queen Road Pvt. Ltd. & Ors. Vs. Mr. Ram Parshotam Mittal & Ors.

Tin Plate Dealers Association Pvt. Ltd. & Ors. Vs. Satish Chandra Sanwalka & Ors.

J.p. Srivastava & Sons (rampur) Pvt. Ltd. & Ors. Vs. H.k. Srivastava (dead) Through L.rs. & Ors.

J.p. Srivastava and Sons Pvt. Ltd. and Ors. Vs. M/s Gwalior Sugar Co. Ltd. and Ors.

Hasmukhlal Madhavlal Patel and Anr. Vs. Ambika Food Products Pvt. Ltd. and Ors.

M.s.d.c Radharamanan Vs. M.s.d. Chandrasekara Raja and Another

ASHOK MITTAL v. RAM PARSHOTAM MITTAL & OTHERS [ S 2559/2007 INDLHC 580 (19 February 2008)]

S. P. Jain Vs. Kalinga Tubes Ltd.

World Wide Agencies Pvt. Ltd. and Anr . Vs. Mrs. Margarat T. Desor and Ors.

Ram Parshotam Mittal & Ors. Vs. Hotel Queen Road Pvt. Ltd. & Ors.