Division of residential flat-Intestate under Hindu Succession Act
My father died without a will in 2014. We have a 3000 square feet luxury flat in a posh high-end locality in a metropolitan city, and the flat is owned by a Private Limited Company in which there were 4 Directors: My father with 40% stake, my mother with 20%, my brother with 20%, and me with 20%. The said Private Limited Company has no other assets, and no other transactions occur.
I do not live in that city since the last 10 years. Since I do not live in that city, I have not operated my bank account which I continued to have in joint capacity with my father.
Since we come under the umbrella of Hindu Succession Act, legally I should get my original 20% stake plus 13.3% which is one-third of the stake of my father. However, my brother is now spinning a new story that my 20% stake has already been exchanged for money that has been deposited in the joint bank account that I held with my father, back in 2005. Please note that:
a) I am not aware of any such transaction
b) I have not sold my share to any one ever
c) I have not signed on any documentation for any such transaction, anytime in the past
d) Since the said joint bank account was held in joint capacity with my beloved father, I never thought that it was appropriate to discuss any financial matters. The culture in the family was such that when I would meet my father during my annual visit, we would discuss everything under the sun, but I would never bring up any monetary discussions. Hence I am not aware of the details of my bank account in that city in the past 10 years.
What is the legal standing? If I have not signed any document, can the Directorship in the Private Limited Company be removed by anyone without my consent or knowledge? Is this OK from a civil law perspective?
Please confirm that my claim of 33.3% stake for the residential flat (=20% original + 13.3% from the intestate share of my father's stake) is valid.
Asked in Family Law from United States
Your claim is valid, legally your share is 20+13.3%=33.3%
without signing the documents, there is no rule for automatically removal of director, the directorship can be removed by follow the procedure as mentioned below:
The procedure to be followed is as follows:
A Company by ordinary resolution in an Annual general meeting or an extra ordinary General meeting can remove a director.
Special Notice about the resolution to remove a director shall be issued to the members.
A copy of the said notice to be send to the director to be removed also.
The director shall be given an opportunity of being heard in the meeting.
If the director gives any written representation to the notice, then the said representation shall be given to all members.
If the representation could not be given to all members, then the Director can request the said representation to be read out in the meeting.
The members can pass an ordinary resolution, by simple majority and remove the director.
The Company shall within 30 days from the removal of a director file Form No.32 and a copy of the resolution with the Registrar
Advocate, New Delhi
Yes, you do have the share; however, in view of your brother's attitude, you may have to enforce your claim by legal means in case negotiations with your brother fail.
The primary actions may be -
1. Write to the bank and obtain complete statement of accounts for the said period;
2. Have searches made in the office of Registrar of Companies to ascertain the position of directorship, and whether there have been any changes in such directorship, and if so, when and how?
3.Write to the Kolkata Municipal Corporation regarding death of your father and staking your claim in respect of the flat, requesting mutation in names of legal heirs.
4. You may take legal action after ascertaining and based on the aforesaid facts, to enforce your claim.
1. No your you can not be removed as a director except by way of a resolution of the board, and/or without information to you.
1) since your father died intestate on his demise his 40%stake in company would be divided equally amount the 3 legal heirs ie your mother , you and your brother .
2)if your 20%stake had been sold as alleged by your brother you would need to sign documents for sale of your share in the company .
3) admittedly no such document has been executed by you .
4) since you were a joint holder in bank account with your father you can request the bank to furnish detailed statement of account for the transactions done in the said account .
5) from the facts enumerated by you it appears you do have 33.33% stake in the company as on date .
6) you cannot be removed as director without resolution been passed by Board of directors
Hi, you have 1/3rd share in the father stake, as it is a private limited company suppose if your share has to be transfer in terms of money the resolution to that effect has to be made and it has to be approved by the board of director. So you have 1/3rd share in the your father stake they can't remove you according to their wills and fancy.
1. You have 20% share on the said Private Ltd., Company,
2. After demise of your father, intestate, you are further entitled to another 33.33% of his 40% share of the said Company,
3. By passing a resolution in a well quorumed Board meeting, you can be removed from the Board as a Director but your 20% share in the Comopany can not be taken away with your giving it away legally,
4. So, you are still owner of 1/3rd of the entire flat legally.
1. Since your father did not leave behind a will all his legal heirs have an equal share in his share in the company. So your share in the share of your father is 1/3rd.
2. In addition to the share of your father to which you succeeded on his demise, you have a 20% indefeasible share in the company.
3. Unless and until you entered into an agreement with your brother and/or mother whereby and whereunder you relinquished your share @ 20% in the company in lieu of any amount transferred to your bank account, your share remains intact. However, the possibility of a forged agreement being created by your brother cannot be ruled out. If any such agreement comes to your knowledge then challenge it in the court.
4. No transfer of any amount to the account you held jointly with your father as on the date of his demise has any correlation with your rights in the company.
5. You can be removed as a director only by a resolution passed by the board of directors of the company at a meeting which has the requisite quorum, albeit this will not curtail or abrogate your share in the flat.