Removal of director us 169
LAWYER ASSOCIATES
(Querist) 28 November 2017
This query is : Resolved
One company have three directors and same are shareholders. Two directors of one group have 65% shares and one director have 35% shares. One director with 35% shares of the company did not attend board meetings and was working against the company, so other directors want to remove him in EGM u/s 169. So We have sent notice of EGM to the removing director via courier and by hand also. Removing director did not receive notice by notice server and refuse to receive it. We also send the notice by courier also to the Removing Director. Courier did not come back to us undelivered till yet. We file DIR 12 but that DIR 12 not register by ROC as he says that this is case of quarrel between directors, so both parties should go to court. Now removing director taking the plea that He has not receive any notice of meeting hence meeting is invalid. Other two directors have the majority with 65% shares. What is your opinion?
Dr J C Vashista
(Expert) 29 November 2017
The third director has to receive communication qua removal from EGM.
If you are unable to obtain proof of delivery get it published in a local newspaper and send a copy to the concerned (third) director by registered AD post at his/her last known address.
P. Venu
(Expert) 29 November 2017
It would be prudent to follow the opinion of the RoC
LAWYER ASSOCIATES
(Querist) 29 November 2017
ROC said that it is a personal quarrel between both parties so you have to go to court for this. ROC said he shall not register DIR 12 even there is valid proof of delivery because they dont take onus on themselves
