A majority of the Board of directors of Mis. High Value Infotech Ltd. have realised that some of the business activities carried out,in the name of the company are not in the interest of either the company or its members. They want that the company should make an application to the Central Government to appoint an
At a meeting of the shareholders of the company, the members have passed the
following special resolution:
“Resolved that the Central Government be approached to appoint an Inspector to carry out an investigation as to whether the following activities carried out in the name of the company are or are not in the interest of either the company or its members.
(i) The company contracted loans beyond its capacity to repay;
(ii) Again some of the directors are indulging in certain activities which are unlawful and contrary to public interest;
(iii) Managing Director has been withdrawing money from the company as his remuneration, in excess of the statutory ceilings.”
The said resolution was passed at an extraordinary general meeting of the Com
pany held on 10th October, 2001.
It is, therefore, prayed that the Central Government may please appoint, as per Section 237 of the Companies Act, an inspector to investigate the affairs of the company regarding the matters mentioned in the above resolution and communicate its decision to the company.
A mere presence of a representative of a foreign company is not sufficient if his only authority is to solicit orders from customers but not to make contracts on behalf of the Company [P.J. Johnson Vs. Astrofiel (1989)3 Compo LJ 1].
Foreign Controlled Company
1)s against a foreign company which has to be a company incorporated outside India, a foreign controlled company means a company incorporate...d -in India in which the
‘-foreign citizens or body corporates have a controlling interest. l
