HON'BLE SRI JUSTICE C.V.NAGARJUNA REDDY COMPANY APPEAL No.2 of 2013 Date:15.07.2014 Between:
M/s Sanghi Industries Limited, Hyderabad, reptd by its Authorized Officer-P.Bala Krishna And:
Rajendra G.Patel, S/o Govindabhai Karshanbhai Patel ……Appellant ..…Respondent Counsel for the appellant: Sri Ch.Ramesh Babu Counsel for the respondent: Ms Neelam Narania For Sri Kishore Rai The Court made the following:
HON'BLE SRI JUSTICE C.V.NAGARJUNA REDDY COMPANY APPEAL No.2 of 2013
JUDGMENT:
This Company Appeal is filed under Section 10-F of the Companies Act, 1956 (for short ‘the Act’) against order, dated 28.09.2012, in Company Petition No.377 of 2012 on the file of the Company Law Board, Chennai Bench, Chennai.
The appellant is a Public Limited Company from which the respondent has acquired 100 equity shares of Rs.10/- each. The respondent has sent an e-mail on 01.02.2012 to the appellant informing the latter of his intention to visit the registered office of the company for the purpose of inspection of the records and as he observed that all his efforts to inspect the records did not materialize, he has filed the Company Petition before the Company Law Board for a direction to the appellant to permit him to inspect the statutory registers and records of the appellant-company.
Before the Company Law Board, the appellant filed a counter-affidavit, wherein while conceding the right of the respondent to inspect the statutory registers and records under Section 163 of the Act, it has, however, expressed its serious apprehension on the intention of the respondent in seeking inspection of the records, in view of the fact that there are serious disputes among the Directors of the Company and others leading to institution and pendency of the cases before the Company Law Board and other fora.
The Company Law Board, however, took the view, and in my view rightly, that the right of the shareholders for inspection of the statutory registers and records of a Public Limited Company is unfettered under Section 163 of the Act. Accordingly, the Company Law Board has allowed the Company Petition by directing the appellant to allow the respondent to inspect the statutory registers and records as mentioned in sub-paras-(a) and (b) of para 8 of the Company Petition, subject to the provisions of Section 163 of the Act on any working day during the working hours.
At the hearing, Sri Ch.Ramesh Babu, the learned counsel for the appellant, stated that while his client has no objection for permitting inspection of the statutory registers and records by the respondent, as directed by the Company Law Board, it has a serious apprehension on the bona fides of the respondent, who only holds 100 equity shares, to seek inspection of the statutory registers and records as, he failed to reveal the purpose of such inspection.
Ms Neelam Narania, the learned counsel representing Sri Kishore Rai, the learned counsel for the respondent, stated that while her client has unfettered right to inspect the statutory registers and records of the appellant-company, he has however, in order to dispel the apprehension of the appellant that the information that may be gathered from the statutory registers may be misused, sent his notarized affidavit, dated 30.10.22012, to the appellant, wherein he has undertaken not to violate the confidentiality of the information and misuse the same in any manner.
In view of the fact that the respondent himself has undertaken to maintain the confidentiality, I do not find any merit in the apprehension of the appellant that the information that may be gathered through the inspection of the statutory registers may be misused by the respondent.
In the light of the above facts, while placing on record the fact that the respondent has undertaken not to reveal the confidentiality of the information that may be gathered by him from the inspection of the statutory registers of the appellant-company, the Company Appeal is dismissed.
15th July, 2014 DR
JUSTICE C.V.NAGARJUNA
REDDY