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2019 (9) TMI 1008 - HC - Companies LawMaintainability of suit - alternative remedy - Prevention of Oppression and Mismanagement - Jurisdiction of NCLT - right of dependent, individually or collectively to sell, transfer, dispose of or create third party interest in the undertaking - HELD THAT:- Section 242(2)(m), being the residuary power and which is equivalent to Section 402(g) of the Companies Act, 1956, is very widely worded and would confer such a power on the NCLT - The NCLT, per Section 242(4), is also empowered to grant interim relief as sought by the plaintiff along with the plaint in this suit also, of restraining the defendants from dealing with the immovable property of the defendant no.1. NCLT and its predecessor Company Law Board (CLB), in such situation as pleaded by the plaintiff, if finds merit in the claim of the plaintiff, have much wider powers than the powers of this Court as the Civil Court. NCLT, in exercise of its powers under Section 442 of the Act, is empowered to bring about a settlement between the plaintiff and the defendants no.2 to 6 and other shareholders of the defendant no.1 company, relating to the affairs of the defendant no.1 and which power cannot be exercised by the Civil Court. NCLT / CLB are known to often make orders providing for sale / transfer of shareholdings inter se shareholders and / or of transfer of immovable properties of the company in favor of a shareholder in lieu of his shareholding in the company and which, this Court as the Civil Court, will be able to do. Once it is found that NCLT has jurisdiction, the jurisdiction of the Civil Court to determine the matter which the NCLT is empowered to determine would stand excluded under Section 430 of the Act. The question of bar of jurisdiction of the Civil Court would depend upon the nature of the averments in the plaint. If the averments in the plaint, though not using the words mismanagement, prejudicial to interest and oppression, are found to be amounting thereto and the relief sought are also which fall in the domain of Section 442(2) of the Act, the jurisdiction of the Civil Court would be barred. This Court lacks jurisdiction to entertain this suit - suit dismissed.
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