9911796707
TMI Blog2016 (11) TMI 80X X X X Extracts X X X X X X X X Extracts X X X X ..... or. 2. The petitioners could be conveniently described as the 'Abraham Group' and the respondents as the 'Aleyas Group'. Both are branches of the same family. The dispute relates to the shareholding of the two groups in St. Mary's Hotel Private Limited (hereinafter for short 'the Company'), which inter alia owns two hotel properties in the State of Kerala. 3. The Company was incorporated in the year 1996 and with the passage of time while the Abraham Group consisting of T.O. Abraham and Binu Zacharia held 8,00,000 shares, the Aleyas Group consisting of T.O. Aleyas and Bobby Kuriakose held 7,00,000 shares. There was a Resolution of the Board dated 17.04.2002 which is claimed by the Aleyas Group to be pursuant to an earlier decision that al ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... was that the decisions with regard to transfer of shares to members of other branches of the family, which were not questioned before the CLB and hence the High Court, were also set aside. This was by judgment dated 31.03.2015 passed in Company Appeal No.4 of 2013. 4. The findings of the High Court as recorded in paragraphs 40, 41 and 43 of its judgment dated 31.03.2015 may conveniently be reproduced herein to appreciate the reasons for the conclusions recorded in the said judgment dated 31.03.2015. "40. The CLB, at the earlier point, found that there was no material to find that one fifth of the shares should be allotted to each families of the sons of Kuruvila Onnittan nor was there evidence with respect to the decisions taken on 17.4.2 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... , the parties rested contend, slinging mud on each other. No evidence at all was let into substantiate the conflicting contentions and they remained in the realm of statements and assertions. We would not elaborate on the decisions placed under Section 111 since the delay was projected to contest the parity sought by Abraham group and the rectification of the register conferring 20% on each family. Having found against parity, delay aspect would be inconsequential. 43. We feel that the CLB's findings upholding the transfer and the decision on 17.04.2002 is based on no evidence. We are unable to agree with the CLB that the transfer effected and affirmed by the Board on 17.04.2002 was valid. We are unable to agree with either of the conflic ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... r with the entire of the Resolution dated 17.04.2002 was corrected and confined to the issue of transfer of 2,20,000 shares from Bobby Kuriakose to T.O. Abraham alone. 6. Having considered the grounds on which the High Court had thought it proper to reverse the decision of the CLB, details of which have been set out herein above, we are of the view that the exercise of jurisdiction under Section 10F of the Companies Act, 1956 by the High Court to interfere with the order of the CLB cannot be faulted. If the subject matter of the appeal before the High Court was limited to the validity of the transfer of 2,20,000 shares from Bobby Kuriakose to T.O. Abraham, the interference made with the entire of the Resolution dated 17.04.2002 thereby inv ..... X X X X Extracts X X X X X X X X Extracts X X X X
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