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2019 (7) TMI 1615 - Tri - Companies LawOppression and mismanagement - primary grievance of the petitioner appears to be that resolutions at board meetings were passed under the caption of "any other agenda" and were not specifically provided in the agenda - removal of partners of the petitioner LLP as directors of the first respondent-company - HELD THAT:- Counsel for the petitioners unfortunately has not argued the case in spite of multiple opportunities given to them. Prima facie there seems to be no merit in the case. The petitioners have failed to make out a clear cut case of oppression and mismanagement. From a plain reading of the documents provided by both sides, the resolutions passed by the board of directors on April 16, 2014, July 22, 2014, December 30, 2014, April 23, 2015 and July 27, 2015 appear to be in compliance with the existing provisions of company law. The memorandum of understanding dated August 7, 2012 has been entered between the group companies of the petitioner and the respondent, and it is not exclusive to the parties in the present petition. The respondents are restrained from removing the partners of the petitioner LLP as directors of the first respondent-company and are directed to give them a patient hearing at the next annual general meeting of the first respondent-company. Other reliefs as sought for by the petitioner are not tenable in the facts and circumstances of this case and hence, could not be granted. The first respondent-company, its directors and managerial persons are directed to file for compounding of non-compliance with section 203 of the Companies Act, 2013 with the Registrar of Companies, Karnataka - it is made clear that in case the remedy provided by us hereinabove fails to absolve the dispute or resolve the issues existing between the parties, each of the parties shall have complete liberty to approach this Tribunal seeking for such directions as may be necessary. Petition disposed off.
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