The Associated Journals ltd (AJl), publishers of the National Herald, Quami Awaz and Navjivan, in its Extra-ordinary General Meeting(EGM) approved number of resolutions to convert AJl into a not-for profit company and change the name of the company.
The resolutions also include the change in the name of the company besides revival of the closed down newspapers and re-launching them.
The EGM has been called by the AJl Board of Directors and to transact special business on account of five key points which includes Conversion of AJl into a Section 8 company — a non-profit organisation — under the Companies Act, 2013, an alteration to the Memorandum and Articles of Association for this purpose, change of the name of the company, and for dealing with the preference shares of the company.
Briefing media persons here on Wednesday after the over 90 minutes meeting held at Navjivan building, now housing Indira Gandhi Eye Hospital run by the Raji Gandhi Foundation, AJl’s chairman cum managing director Moti lal Vora said,” the members considered and approved a number of resolutions to convert AJl into a not-for-profit company. These decisions of the members of the company are in pursuance to the revival plan of the company since 2010, which includes conversion of the company to not-for-profit and relaunching the newspapers.”
Vora said that 28 equity shareholders plus 4 preferential share holders participated in the meeting, notices for which had been duty sent out to all the members of the company besides public announcements had appeared in three lucknow newspapers in December last. However, Vora ,who is also the AICC treasurer, did not clarify when the name of the AJl would be changed or when the newspapers would be launched. “The decisions of the meeting would be sent to the agencies for further action,” he said while denying that the EGM has anything to do with the legality in the ongoing case at the New Delhi court.
Senior Congress leader Oscar Fernandes, who attended the meeting as a shareholder, told media persons here that the meeting had fulfilled the quorum though refused to disclose the total numbers of shareholders. Senior Congress leaders including Rajya Sabha leader of the party Gulam Nabi Azad, former Delhi Chief Minister Sheila Dixit, her son Sandeep Dixit, Sam Pitroda , Deependra Hooda, former MPs Ratna Singh, Salim Shervani, former governor Sibte Razi were among the prominent who attended the EGM. Meanwhile, the protest announced by the ex-employees of the National Herald and other papers to disrupt the EGM did not happen as the Congress leaders assured them to hear their grievances later in the evening. Vora said in a written statement here after the EGM that AJl was founded by Pandit Jawaharlal Nehru in November 1937.” The company and the newspapers it published namely the National Herald, Quami Awaz and Navjivan, played an important role as the voice of the Freedom Movement and functioned historically in public interest and for social good,” the AJl chairman said while adding that this decision of the EGM in essence formalises this larger purpose for which the company was founded in the first place.
The notice for the EGM, issued on December 18, 2015 by Managing Director Motilal Vora, had said, “The Board of the Company has been considering for more than four years that the Company should not be commercially motivated with a view to distribute any benefits or dividends to its members. It should, instead, operate and undertake its activities for the larger public good. As such, the Board has decided to take necessary steps to convert the Company into a not-for-profit Section 8 Company under the Companies Act, 2013.”
The notice of the EGM has been sent to all the 762 shareholders of the Company and they will approve upon to change the name of the company from AJl to a new name. The AJl and its office bearers are in the eye of a political and legal storm ever since it transpired that Vora along with other directors in the company had in December 2010 transferred its entire equity to a new company Young Indian, in which Gandhis hold majority 76 per cent stake. Other office-bearers are party leaders like Vora, Oscar Fernandes, Sam Pitroda and Suman Dubey.
The Young Indian is also a non-profit company though under Section 25 of the Companies Act, 1956, it also has to ensure that its profits and all other incomes are utilised only for the purpose of promoting its objects and not for any other purpose. In such a company too, profits can’t be distributed as dividend among its members. Earlier before the EGM , a couple of shareholders claiming to be the members protested for not allowing them to enter the meeting place. But later they were pacified by the authorities and left the meeting place.