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2017 (2) TMI 1402 - Tri - Companies LawAbsence of application of the provisions of Limitation Act - oppression and mismanagement - Held that:- The Petitioners were obliged under law to prosecute their claim within a period of 03 years which they have not done. They slept over the matter for long and, therefore, it can reasonably be said that the Petition of the petitioners is not only barred by the principle of delay and latches but also by estoppel and acquiescence. The Petitioners did not raise an issue from the years 2001-2004 or after the year 2007. On the contrary, the Petitioners duly signed and filed the Annual Returns of the Company which form a part of compilation of the public documents filed by the Respondent No. 2. The Petitioners in the petition have also failed to arraign proper and necessary party to the proceeding, namely, Mr. Goddrayn Arengh, who it is claimed by the Petitioners is an outside shareholder, holding 8.2% of the share capital and against whom, reliefs have been sought for in the petition by way of mandatory injunction. The entire petition it is seen has been filed on the strength of a Family Adjustment Deed dated 9.10.1999 and seeking virtually its enforcement in relation to the parties figuring therein. This Tribunal cannot go into the legality of the said Family Adjustment Deed as neither the Respondent Company is a party to such deed nor the terms contained therein are part of the Articles of Association of the Company. The subject matter of the Petition, (as is evident from the pleadings of the Petitioners themselves) seems to be more in the nature of a dispute amongst the members of HUF of their co-parcenary rights than a dispute which can be brought under the provision of Sections 111, 397 and 398 of the Companies Act, 1956, and for establishment of such rights, the petitioners are required to have recourse elsewhere and not before this Tribunal. Viewed in the context of all that has been said and done above, the petition of the petitioners suffers from delay and latches as well as estoppel and acquiescence and to cap it all the dispute is not amendable to the jurisdiction of this Tribunal for the reasons cited above.
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