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2017 (10) TMI 33 - NATIONAL COMPANY LAW TRIBUNAL, KOLKATAOppression and mismanagement - sale of immovable assets validation - Held that:- It is evident that though petitioner was promoter member/director and was having 50% shareholding in the R1 company but entire decisions to sell off the movable and immovable assets of the company were taken without any information to the petitioner. It is also surprising that how sale deed of the fixed assets of the company was executed without petitioner's signature. It requires in-depth investigation. The entire act of disposing of the company's assets without any proper Board meeting, without any information, itself proves the act of oppression and mismanagement by the respondents against the petitioner. Though the sale of immovable assets which have been effected in the year 2008-2009 cannot be invalidated at this stage by this tribunal. But special audit of the company accounts from 8.9.2008 i.e. the date, when the possession of the company was returned to respondent no. 2 from the possession of Official Liquidator, by order of the Hon'ble High Court is necessary so that after getting the report of special audit, appropriate order may be passed for distribution of assets/sale proceeds between parties. On the above basis, it is proved Respondents has committed acts of oppression and mismanagement against petitioners. This petition deserves to be allowed. It also appears that special audit and Investigation into the affairs of the R-1 company is also necessary to find out every detail of sale.
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