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2017 (10) TMI 914 - Tri - Companies LawOppression and mismanagement - Held that:- Tribunal is of the considered view that no act of oppression and mismanagement is established. However, the fact remain the petitioner invested huge amount of money in the first respondent company and in Nagina Processors Pvt. Ltd. From the facts and circumstances of the case there is no possibility of the petitioner actually participating in the affairs of the first respondent company by joining hands with the respondents. Therefore, even in the absence of proof of acts of oppression and mismanagement, in order to do substantial justice and on the principle of equity, this Tribunal is of the considered view that the petitioner must be allowed to have fair market value of the shares which he is holding in the first respondent company, if he is ready to walk out of the first respondent company. In absence of any material to hold that there were acts of oppression and mismanagement, petitioner is not entitled to ask relief of salary, appointment of Independent Directors and investigation of the affairs of the first respondent company. This Tribunal hereby direct respondents No. 2 and 3 to purchase the shares of the petitioner and his wife if they are willing to sell their shares for a fair market value fixed by an independent valuer appointed by this Tribunal. Petitioner and his wife if they are willing to sell their shares, they shall file an application before this Tribunal within two months from the date of this order for appointment of independent valuer to assess fair market value of the shares of the first respondent company as on the date of filing of petition. In case if the petitioner and his wife file such application, this Tribunal shall appoint independent valuer to determine the fair market value of shares of the first respondent company as on the date of filing of petition and further decide the mode and manner of transfer of shares.
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