company law related - rights with removed director.

Dear Experts, I would request for your help in an on-going feud within my company and would be thankful if I can be rightly advised. I am a Director (Son) in a company XYZ Pvt. Ltd. having 10% share capital(1000 equity shares of Rs. 10/- subscribed). Similarly my younger brother is also holding share capital in the same manner. Plus, my brother is an inactive Director in the company and hardly attends office. My father holds 80% share in the company and along with me, he is the founding member of this company. There are on-going quarrels between me and my father and it has reached a level wherein he wants me removed from the company. I would request for your attention and advice in the followings: 1. I have not received any salary since the last 8 years since it was considered to be a family business and all my nominal (day to day) expenses were borne in the house by my parents. Although, I was on company's payroll, all the funds transferred in my salary account were either invested back in the company or taken in cash from me by my father. 2. Now, since he wants to remove me from the company, i want to know the procedure in which I can be removed by him against my will as I have laboured hard to make our company reach to a very big size. 3. Additionally, there is a lot of mismanagement being done by him in the company and company's funds (White money) are constantly being converted into Black Money and taken out of it for his personal asset building. Kindly inform me what recourse (legal or suitable) I have to stop this mismanagement and fraud. 4. How can I claim my salary which is not being paid and is lying in the company under loan from Director (against my name). Can my salary which is now invested in the company under loan from Director be anyhow stopped/ceased by my father in order to make me suffer financially? 5. Am I entitled to a share in the profits earned by the company? If yes, then at what percentage or proportion. 6. If I am somehow being removed from the company, what remedies do I have to not leave office and continue in the same company? Can I make representation about this at the Company Law Board and hold the directive of my removal? Please Advice. In urgent need of help.



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