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TMI Blog2015 (1) TMI 1351X X X X Extracts X X X X X X X X Extracts X X X X ..... ability of the Company Petition No.17/2014 and making a prayer for dismissal of the company petition. 2. In brief, an application under Section 397-398 of the Companies Act has been filed by the respondents No.2 to 10 alleging oppression and mismanagement in respect of the affairs of the respondent No.1 Company Krishidhan Seeds Private Limited. In the said company petition, the appellants being respondents No.2 to 5, had filed C.A. No.231/2014 questioning the maintainability of the petition on the ground that meanwhile the parties had arrived at an agreement for referring the dispute to the arbitrator, and arbitrator had passed the award therefore, the proceedings under Section 397, 398 of the Companies Act are not maintainable. The Compan ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rbitrator itself has been challenged by the appellants under Section 34 of the Arbitration and Conciliation Act, and the appellants cannot be permitted to take contradictory stands before the Company Law Board. He has also submitted that the scope of the two proceedings is different. 7. I have heard the learned counsel for the parties and perused the record. 8. This being an appeal under Section 10-F of the Companies Act, the scope of this appeal is confined to the question of law. Under Section 10-F of the Companies Act, appeal from the order of the Company Law Board lies only on question of law and unless the findings of the Company Law Board are perverse, based on no evidence or otherwise arbitrary, no interference is required because ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on Company Private Limited and others]. The provisions of Section 8 are all comprehensive and of a mandatory character. [See: (2002) 1 SCC 203, Kalpana Kothari (Smt.) Vs. Sudha Yadav (Smt.) and others]. 10. In the present matter the case of the appellants is that on 2.6.2014 a meeting of Board of Directors of respondent No.1 Krishidhan Seeds Private Limited in the presence of Director and Observer-cum-Facilitator had taken place and the meeting was deferred to 7.7.2014 and intimation of outcome of this meeting was conveyed by Observer-cum-Facilitator to the CLB on 3.6.2014 and in the meeting dated 7.7.2014 it was agreed by all the directors to resolve the issue by way of arbitration and that both the family Groups i.e. JPK Group and SPK Gr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nder Section 397-398 of the Companies Act on the ground that the dispute between the parties has been settled on the basis of the arbitration award dated 31.7.2014 whereas the appellants themselves have questioned the said award by filing an application under Section 34 of the Arbitration and Conciliation Act. Learned counsel for the respondents has drawn the attention of this Court to the grounds on which the appellants have challenged the award and has pointed out that the award has been challenged on numerous grounds and some of the grounds support the reasoning assigned by the CLB rejecting in the impugned order. Undisputedly the award has not attained finality and the grounds raised by the appellants in the application under Section 34 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rd at the time of final disposal of the matter. 15. So far as the judgment in the matter of Sukanya Holdings Pvt. Ltd. Vs. Jayesh H. Pandya and another reported in AIR 2003 SC 2252 relied upon by counsel for the parties is concerned, the said judgment does not relate to the arbitration pending the application under Section 397-398 of the Companies Act. 16. So far as the reasons which have been assigned by the Company Law Board in the impugned order are concerned, the question formulated by this Court is about the sustainability of those reasons and not the perversity of any finding recorded by the CLB while assigning those reasons. If there is no commonality of parties and if respondent No.1 Company is not a party to the agreement, ..... X X X X Extracts X X X X X X X X Extracts X X X X
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