- A contradiction issued by the existing director is about false and misleading news on appointments reads as under.
Response to false and misleading news on appointment of Mr Sagar Mukhopadhyay as Chairman, UNI Board of Directors and Mr Binod Kumar Mandal as Additional Director on the Board of UNI vide the alleged resolutions by circulation which are null, void and invalid as per opinion received from Advocate.
On 13th March 2021, a news item was carried by UNI inspite of the instructions to the contrary by the undersigned to Mr Pravesh Kumar Mishra, local management head and defacto Editor-in-Chief UNI and a politician from Bihar, belonging to a prominent National Party and who has fought by- election of Lok Sabha from Valmiki Nagar and he was advised not to release the said news item as it is based on null, void and invalid resolutions. However in connivance with Mr Binod Kumar Mandal, Executive of Manipal Group, Mr Sagar Mukhopadhyay, Nominee Director on the Board of UNI from Manipal Media Network Limited and Mr Sumeet Maheshwari, Nominee Director on the Board of UNI from Navbharat Group (Bhopal), Mr Pravesh Kumar Mishra wired the above said news item stating that Mr Vishwas Tripathi has been removed as Chairman, UNI Board of Directors and further stating that Mr Binod Kumar Mandal has been appointed as an Additional Director of UNI.
The Chairman, Board of Directors UNI sought a legal opinion on the same and the extracts of the same are reproduced hereunder:
“Whether resolution by circulation allegedly passed on 13.01.2021 to (a) appoint Mr. Binod Kumar Mandal as Additional Director of UNI and (b) oppoinf Mr. Sagar Mukhopadhyay as Chairman of the Board of UNI, are valid?”
The opinion received on the above query are reproduced as below:
“Resolutions by circulation allegedly passed on 13.01.2021 to (a) appoint Mr. Binod Kumar Mandal as Additional Director of UNI and (b) appoint Mr. Sugar Mukhopadhyay as Chairman of the Board of UNI, are invalid as the same were in violation of the express provisions of the Companies Act, 2013 and rules framed thereunder including the including applicable Secretarial Standards issued by the Institute of Companies Secretaries of India, in terms of section 118(10) of the Act and Articles of Association of UNI. The resolutions allegedly passed on 13.03.2021 are not in consonance with the law and cannot be acted upon. The action on the part of the Mr.
Sagar Mukhopadhyay and Mr. Sumeet Maheshwari to grab the control of management of UNI which is pubic institution of repute is criminal breach of trust reposed by the member of UNI. Further, filing ofform DIR-12 with regard to appointment of Mr. Binod Kumar Mandal is a fraud played upon the Company, its shareholders, employees and other stakeholders including Government of India 6y the persons connected with passing an illegal resolution by circulation and filing return in the Form DIR-12 with the Registrar of Companies, Delhi & Haryana on 13.03.2021 which is false in its contents and this was known to all the persons connected in playing fraud on the Company and gther stakeholders,
for which necessary prosecution may be initiated, as may be advised, before the appropriate authority under section 448 read with section 447 of the Act.” In view of the above, administrative and legal recourse are being contemplated in due course of time as may be advised. In this matter a complaint has already been filed with The Chairman, Press Council of India (PCI) against persons responsible for releasing this news item.