The court determined that valid compliance with statutory requirements prevents disqualification as a director under the Companies Act, invalidating removal decisions based on alleged non-compliance.

ORDER

1. The present application was filed on 07.10.2024 by Ms. Jyotsna Sanghi (Applicant), under Rule 11 of the National Company Law Tribunal Rules, 2016 , against the respondents in Company Petition 3 of 2021 filed by the same applicant under section 241-242 of the Companies Act, 2013 , for various acts of oppression and mismanagement in the affairs of the company against the applicant by the respondents.

2. The reliefs along with interim reliefs sought by the petitioner in the present application are hereunder: -

A) Pass an appropriate order quashing and setting aside any decision that may be taken by the board of directors of R1 company including in the alleged board meeting dt. 19.06.2024 of the R1 company wherein the R1 company has taken alleged stand/recorded that the Applicant ceases to be a director of the R1 company;

B) Pending hearing and final disposal of the present application and / or the main petition being Company Petition No. 10 of 2024, before this Hon’ble Tribunal, this Hon’ble Tribunal may be pleased to pass the following orders:-

a. Pass appropriate order directing the respondents to maintain status quo with regard to the directorship of the Respondent no. 1 company as of 04.10.2024 which is evident from the latest master data of the R1 company as of 04.10.2024 reflecting the name of the applicant as a director of the R1 company;

b. Pass appropriate order directing the Respondents to continue the status of the Applicant as a director of the Respondent no. 1 in the event their stand is otherwise;

c. Pass appropriate orders directing the Respondent nos. 1 to 4 to supply and produce copy of the minutes of the alleged board meeting dated 19.06.2024 of R1 company;

d. Pass any other orders as this Hon’ble Tribunal may deem fit, in the interest of justice and equity;

3. The averments made by the petitioners and as presented/argued by the learned counsel appearing for the petitioner are summarised as under:

i. Respondent No.1 is a family-owned company. Respondents Nos. 2 and 3 are the applicants’ sisters, whereas Respondent No.4 is the applicant’s mother. Respondents Nos. 9 to 12 are Sanghi family group companies with the same registered address as Respondent No.1 company.

ii. The applicant through a letter dated 04.07.2022 apprised the Registrar of Companies (RoC) regarding the disputes between the applicant and Respondent Nos. 2 to 4 in relation to the companies i.e. respondent No.9 to 12, wherein the respondent sisters were not giving access to the applicant to the records of the said respondent companies due to which the applicant was unable to complete the statutory compliances of the said respondent companies including filing financial statements with the RoC. Further that the applicant filed an application No. IA 28 of 2022 before this Hon’ble Tribunal seeking direction to the respondents to grant access to the records of respondents Nos. 9 to 12 companies to the applicant.

iii. Thus, the ROC was aware of the status of the companies, specifically the Respondent No.10 company. Despite that, the RoC vide its letter dated 11.10.2023 stated that it has received a complaint dated 08.12.2022 by the respondent No.4 alleging that the balance sheet filed in Form AOC-4 for the financial year 2019-20 with respect to respondent No.10 company was not approved at the Board Meeting held on 07.09.2022 and therefore, the same was in contravention of the provisions of the Companies Act, 2013 . Moreover, the