TMI Blog2021 (4) TMI 946X X X X Extracts X X X X X X X X Extracts X X X X ..... s shall thereafter have a further period of four weeks within which to file a rejoinder, if need be. Copies of the rejoinder shall be served on the counsel on record for the respondent - List this matter for further consideration on 24.06.2021. - CP Nos. 3, 4, 5, 6 and 7/KB/2021 - - - Dated:- 9-4-2021 - Rajasekhar V.K., Member (J) and Harish Chander Suri, Member (T) For Appellant/Petitioner/Plaintiff: Sanjay Kumar Gupta and Rohit Kumar Keshri, PCSs For Respondents/Defendant: Ratnanko Banerji, Sr. Advocate and Swapna Choubey, Advocate ORDER Rajasekhar V.K., Member (J) 1. The main Company Petitions have been filed by the Petitioners under sections 241 and 242 of the Companies Act, 2013 alleging various acts of oppres ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... all relevant papers circulated therewith. C.P. No. 4/KB/2021: 3. In this Company Petition the respondent No. 1 is 100% subsidiary of a Company namely 'Manas Distributors Pvt. Ltd. which holds 99.03% of its total paid up equity share capital. 4. Since the applicants/petitioners are not holding the shares directly in the respondent No. 1 company, they do not fulfill requirements specified in clause (a) of section 244(1) of the Companies Act, 2013. However, all the petitioners, by virtue of their shareholding/controlling voting rights in aforesaid holding company, are actually beneficial owners of 37.56% of the total paid-up capital of the respondent No. 1 company. Therefore CA 9/KB/2021 has been filed seeking waiver, in term ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 7.14% shares in the Company. This by itself entitles them to maintain the present petition. Additionally, they also exercise control over 35.86% voting rights in Respondent No. 1 Company. 10. The Petitioners and R2 to R5 are close relatives. There are specific allegations that sometime in the year 2017-18, R3 in order to save huge Income Tax and on the advice of R5, R6 R7 wanted the cooperation of the Petitioners to show reduced earnings of R1 Company and its group Companies by booking bogus expenses. The Petitioners stated that they have vehemently opposed these practices. Thereafter on 02.04.2018, R2 directed the Petitioners not to enter the factory premises of R1 Company anymore. Respondent Nos. 2 3 are also In-Charge of the offic ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... training the Respondents from altering and/or changing the shareholding pattern of the respondent No. 1 company, in any manner whatsoever and maintain the status quo; c. That ad interim order be passed restraining the Respondents from altering and/or changing the Board of Directors of the respondent No. 1 company, in any manner whatsoever and maintain the status quo; d. That ad interim order be passed restraining the Respondents from convening any Board meeting or meeting of shareholders of the Respondent No. 1 Company, without prior notice and detailed Agenda along with relevant documents to the Petitioners; e. That ad interim order be passed directing the Respondents to provide a weekly statement of Receipt and Payment account of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Tax and on the advice of R5, R6 R7 wanted the cooperation of the Petitioners to show reduced earnings of R1 Company and its group Companies by booking bogus expenses. The Petitioners stated that they have vehemently opposed these practices. Thereafter on 02.04.2018, R2 directed the Petitioners not to enter the factory premises of R1 Company anymore. Respondent Nos. 2 3 are also In-Charge of the office administration which enabled them to block the official email id of the Petitioner No. 1. 18. It is the specific case of the Petitioners that they have been forcefully prevented from entering in the premises of R1 company since April, 2018, since they did not cooperate in the ill-motives and designs of R2 to R7. Further, salaries have b ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he status quo; d. That ad interim order be passed restraining the Respondents from convening any Board meeting or meeting of shareholders of the Respondent No. 1 Company, without prior notice and detailed Agenda along with relevant documents to the Petitioners; e. That ad interim order be passed directing the Respondents to provide a weekly statement of Receipt and Payment account of the Company; 20. Mr. Ratnanko Banerji, Ld. Sr. Counsel appearing on behalf of the Respondents sought time to file a reply to the present petition and urged that no interim relief will be granted at this stage. 21. We have considered the submission of Mr. Sanjay Gupta, Ld. Authorised Representative appearing on behalf of the Petitioners and Mr. Ratna ..... X X X X Extracts X X X X X X X X Extracts X X X X
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