( 1 ) THIS is a petition under Section 186 or the Companies Act made by Radhelal Khaitan praying that this Court may order an extraordinary meeting of the Pasari Flour Mills Ltd. , Bhilsa to be held under the directions of this Court. The Pasari Flour Mills Ltd. (hereinafter called the Company) is a public limited company which was incorporated on November 16, 1937, under the Gwalior State Companies Act of Samvat 1963. The registered office of the Company is at Vidisha (Bhilsa) in the erstwhile Gwalior State, now in the State of Madhya Pradesh. The authorised share capital of the company is 5 lakhs divided into 5000 ordinary -shares of tile face value of Rs. 100/-each. The petitioner is a share-holder. The company is now governed by the provisions of the Companies Act, 1956, (hereinafter called the 'act' ).

( 2 ) IT is stated in the petition that M/s. Ram Narain Prem Sukh and Sons (consisting of Birmadutt Premsukh and Keshavdeo Premsukh) were appointed managing agents of the company for a period of 31 years from the date of the incorporation, by virtue of an agreement in writing dated September 3, 1938. The managing agents were entitled to appoint and remove and reap