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2019 (5) TMI 824 - AT - Companies LawBuy Back of shares - restoration of appellant as Director in the Company - HELD THAT:- It was for the respondents to make the initial offer within time specified on a rate for which they had to take their own risk as the appellant would have then got a chance to make counter offer on a discounted price. This is clearly from the order dated 21.7.2017. Annexure A-7 filed by the appellant shows that the valuer has given report on 21.7.2017 itself (which incidently happened to be the date of judgement passed by this Tribunal) giving valuation (as at page 158) of Rs/1322.60. The respondents appear to have offered @ ₹ 1440/- per share. When we peruse the order dated 21.7.2017 passed by this Tribunal, there is nothing that on offer being made by Respondents, petitioner would be entitled to claim that his objections should be heard on the valuation and only then he would take a call whether or not he wants to purchase at the value made/offered by the respondents. The claim that the appellant wants to see the accounts so as to decide whether or not to buy or be bought out, such options were not left open by the order passed by this Tribunal on 21.7.2017. The appellant has not challenged the order dated 21.7.2017 in Supreme Court. Thus that order is final for the purposes mentioned. Restoration as Director in time - HELD THAT:- The impugned order shows that the NCLT looked into the claim made by the respondents that in August 2017 they had decided in the Board Meeting to restore the appellant and ROC in court pointed out difficulties regarding filing on the portal of the MCA. This is in para 18 of impugned order. In any case the NCLT has recorded in para 15 of the impugned order that the claim of the appellant regarding non restoration is already filed before the High Court by way of “COCP”. It is seen that petitioner raised this and other grievances in NCLT only when Respondents sought to buy his shares. Appeal dismissed - decided against appellant.
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