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2010 (9) TMI 891 - COMPANY LAW BOARD, CHENNAIOppression and mismanagement - family company - Petitioners were daughters of one of sons of KN and respondent 2 was son of other son of KN - representation in management of company - Petitioners pleaded that real structure of company was partnership and, therefore, equitable consideration was to be taken – Held that:- There was nothing on record as to that each branch of family would be given directorship permanently; as to that there was a basic understanding between parties for equal participation in management; and further since appointments were done in accordance with articles of company, principle of legitimate expectation were not applicable to facts of instant case - principles of dissolution of partnership could not be invoked Oppression and mismanagement – representation in Board – Held that:- directorial complaints were no grounds to allege oppression against respondent 2 and other respondents - grievance of petitioners was nothing but personal which had nothing to do with oppression of minority shareholders Oppression and mismanagement – petitioner want to exit the company - petitioner want rights in the assets of the company - dispute is between cousins - Held that:– petitioners have an alternate remedy to invoke the provisions under the articles to get their shares transferred if they have a desire to exit from the company - no justification for a division of asset of company, which was in any case against interest of company - petitioners' case under section 397/398 was rejected, it was to be held that they failed to make out a case of equity under section 402 to compel respondents to purchase their shares in order to bring an end to dispute - petition was to be dismissed
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