IMPORTANT POINTS
If the party feels that the order passed by the court or a statutory authority is non-est/void, he should question the validity of the said order before the appropriate forum resorting to the appropriate proceedings.

JUDGMENT :

S. MANIKUMAR, J.

1. Instant writ appeal is filed by respondents 1 and 2, against the common judgment passed in W.P. (C) No. 14341 of 2020 and other connected cases dated 22.07.2020, by which, a learned single Judge of this Court disposed of the writ petitions, by ordering thus:

“................It is an admitted fact that the company petitions nine in number were pending before the NCLT. In the impugned order itself, the NCLT refers to the prayers in the company petitions and post the matter for hearing of the I.A. to 7.8.2020. The learned counsel for the petitioners has submitted that the proper course of action is to file an appeal before the NCLAT. It is submitted that such a course of action is presently rendered impossible due to the prevailing pandemic situation in the country and the petitioners are disabled from travelling to Delhi to prefer the appeal in view of the restrictions and the rising number of cases in the country. Though it is contended by the learned counsel appearing for the respondents that the writ petitions are not maintainable without the NCLT on the party array, I am of the opinion that in the facts and circumstances of the instant cases, especially in view of Ext.P6 request for adjournment made by the counsel for the petitioners before the NCLT, the passing of an order interdicting all financial transactions by running companies would create serious prejudice to the company. The technical objection raised that the NCLT is not made a party to these proceedings, according to me, should not stand in the way of the consideration of these writ petitions in the peculiar circumstances prevalent at present.

In view of the fact that an appeal before the NCLAT is not practically possible, it would be for the petitioners to approach the NCLT seeking appropriate modification of the orders. However, till such time, in view of the present situation prevalent, I am of the opinion that the petitioners should be permitted to carry out the day-to-day financial transactions as are necessary for the conduct of the companies. It is made clear that general body meetings shall not be conducted and withdrawal of amounts from the accounts of the company shall not be made except for the carrying out of the day-today administration. The further financial transaction shall be subject to further orders to be passed either by the NCLT after hearing the parties or by the NCLAT in appeal.

These writ petitions are ordered accordingly.”

2. Facts leading to the appeal are that, appellants are the shareholders of RBG Enterprises Pvt. Ltd. Kochi, represented by its Managing Director, respondent No. 1, owned by the members of a family consisting of the founder of the group named ‘RBG’ the husband of the 1st appellant; Radha Ballabh Gupta (HUF), their eldest son, Rajkumar Gupta, respondent No. 2 herein, Ritu Gupta, wife of the 2nd respondent, Vishnukant Gupta, their son, and the 3rd respondent herein, Anika Gupta, wife of the 3rd respondent, Mahesh Kumar Gupta (HUF), their youngest son, the 4th respondent herein, and Minakshi Gupta, wife of the 4th respondent, the 2nd appellant herein. The company is a family enterprise and its management vests in the Board of Directors and not in any one individual, including the Managing Director, which is clearly stated in Clause 34 of the Articles of Association.

3. Appellants have further stated that as per Section 96(1) of the Companies Act, 2013, the company should hold its Annual General Meeting (AGM) every year and not more than 15 months shall elapse between the date of one AGM and of the next. The failure to hold the AGM attracts penalty provided under Section 99 of the Act. Furthermore, the financial statements, including the balance sheet and profit and loss account with the Auditor’s report and Director’s report, are to be laid before the AGM, as per Section 136 of the Act. In case