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2009 (8) TMI 713 - HIGH COURT OF MADRASOppression and mismanagement - Civil liability for mis-statements in prospectus - Held that:- The order of the Company Law Board in respect of relief granted under paragraph 9(i) is confirmed with a direction to the second respondent to transfer its shares and all other interest held in the first respondent-company (Creative Port Development Private Limited) to the petitioners either at an agreed consolidated price of ₹ 52.50 crores or any fair value to be arrived at by an independent expert valuer as at 31-3-2009, whichever is higher. The Company Law Board shall appoint, on an application by the second respondent within a period of thirty days from the date of receipt of a copy of this order, an independent Expert Valuer and decide about all other formalities in that regard. The relief granted by the Company Law Board under paragraph 9(ii) stands set aside, holding that the second respondent shall not have any obligation to reimburse any benefit accrued by it under Machilipatnam Port Project either to the petitioners or the first respondent-company. All further acts of the petitioners pursuant to the order of the Company Law Board dated 27-5-2009 are directed to be kept in abeyance, except those vital acts which require the petitioners to act for the purpose of retaining the Subarnarekha Port Project with the Government of Orissa, till the formalities in respect of fixing the consideration for exit of the second respondent is fixed by the Company Law Board, as stated above, and the entire amount is paid to the second respondent and the petitioners who have disclosed the affairs of the Subarnarekha Port Project as on 25-6-2009, shall continue to disclose any further developments and communications by sending copies to the second respondent periodically once in a month commencing from the end of August, 2009 till the formalities for exit of the second respondent are completed in full and till such formalities are completed respondent Nos. 2 to 5 shall be deemed to continue as the directors of the first respondent-Company.
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