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TMI Blog2023 (12) TMI 1177X X X X Extracts X X X X X X X X Extracts X X X X ..... . 129/2019 before the NCLT, Bench - IV, New Delhi under Sections 241 & 242 of the Companies Act, 2013, (hereinafter referred to as the `Act') read with Rules 11 & 81 of the NCLT Rules, 2016, against the acts of Oppression and Mismanagement by the Respondent No. 1 Company and its Directors, namely Smt. Jasdeep Kaur (Respondent No. 2) and Sh. Narender Pal Singh (Respondent No. 3). Respondent No. 3. Mr. Narender Pal Singh is son of late Sh. Tarsem Singh and Respondent No. 2 Smt. Jasdeep Kaur is the wife of Respondent No. 3. 2. The present Appeal has been filed challenging the Impugned Order dated 19.01.2022 passed by the NCLT (National Company Law Tribunal, Bench - IV, New Delhi) in CA 04/ND/2021 in CP 129/ND/2019. In the said CA 04/ND/2021, the five Applicants therein namely Smt. Anju Dheeman wife of late Sh. Preet Pal Singh, Sh. Japneet Singh (Minor) son of late Sh. Preet Pal Singh, Ms. Bhavneet Deeman (Minor) daughter of late Sh. Preet Pal Singh, Smt. Amarjeet Kaur (Appellant No. 1 herein) and Sh. Amrit Pal Kaur (Appellant No. 2 herein) had prayed for impleadment and addition as Petitioner in the main Company Petition No. 129/ND/2019. 3. As noted in the Impugned Order dated 19.01 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... pplicants are failed to establish their rights over the said shares of deceased Mr. Preet Pal Singh, therefore, the applicants are not entitled to be impleaded at the arrays of petitioners. (sic) Resultantly, the present application for impleadment stands dismissed with no orders to costs." 6. In the instant Appeal, the Appellants have sought to be impleaded and added as party in C.P. No.129/2019, which is still pending before NCLT. It is submitted that Appellant No. 1 is having 500 shares of nominal value of Rs. 10/- each in the Respondent No. 1 Company. It is submitted that Appellant No. 2 is having 1,000 shares of nominal value of Rs. 10/- each in the Respondent No. 1 Company. It is submitted that Appellant No. 1 holds approximately 0.48% shares and Appellant No. 2 holds approximately 0.96% shares in the Respondent No. 1 Company, respectively. 7. It is submitted that Company Petition No. 129/2019 has been filed bringing out acts of Oppression and Mismanagement by the Respondent No. 1 Company and its Directors, namely Respondents No. 2 and 3 thereby seeking relief for removing and disqualifying the Directors who have been illegally appointed. It was pleaded that joining of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to be committed by the Respondents while seeking impleadment. It was submitted that impleadment has been sought at a time when the Limitation period has already lapsed and they are barred to file the main Petition as such no cause of action has even arisen in favour of the Appellants. The Respondents have relied upon the following Judgements in support of their contentions: * `Nita Dube & Anr.' Vs. `Tej Kumar Book depot Pvt. Ltd. & Ors.', 2018 SCC OnLine NCLAT 27148. * `Cyrus Investments Pvt. Ltd.' Vs. `Tata Sons Ltd.', C.A. No. 26 of 2017, in C.P. No. 82 of 2016 * `Shanti Prasad Jain' Vs. `Kalinga Tubes Ltd.', AIR 1965 SC 1535. * `L.R.M.K. Narayanan' Vs. `The Puthuthotam Estates', 1991 SCC OnLine Mad 445. * `Aurosagar Estates Pvt. Ltd.' Vs. `M.C. Dawar Holdings Pvt. Ltd.', 2017 SCC OnLine NCLAT 372. * `Arvind Bali' Vs. `Union of India, Ministry of Corporate Affairs and Videocon Telecommunications Limited', Comp. App. (AT) No. 110 of 2021 or (2021) ibclaw.in 642 NCLAT. * `Aruna Oswal' Vs. `Pankaj Oswal & Ors.', Civil Appeal No. 9340 of 2019. * `Jithendra Parlapalli' Vs. `Wirecard India Private Limited & Ors.', IA/644/2020 in CP/289/2020. 10. In the Rejoind ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ard. We feel no prejudice shall be caused to anyone if the impleadment application is allowed. Wherever the Court is of the opinion that by adding any party, it would be in a better position to effectually and completely adjudicate upon the controversy, it is proper to exercise judicial discretion in impleading the said party. The Appellants herein are daughters of late Mr. Tarsem Singh and sister of Respondent No. 3, against whom allegations of Oppression and Mismanagement have been made. The Appellants have a defined subsisting, direct and substantive interest in resolution of the controversy and are necessary and expedient to be impleaded in the said Petition. At this juncture, we like to refer to the Order of Chennai Bench of this Tribunal in the matter of `P J Mathews & Ors.' Vs. `C. Mohanlal Pillai & Anr.' in Comp. App. (AT) (CH) No. 22/2021. The relevant portion of the said Order is reproduced below: "18. To be noted, that any person 'concerned with the affairs of the Company' can be arrayed as a 'party' to the proceedings, if such adding, as Respondent would facilitate an 'effective', 'efficacious', 'just and fair adjudication' of the case. It must be borne in mind that o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ntion that 'on the date of filing of the Petition', the First Respondent/Applicant being a shareholder of the 9th Respondent/Company (First Respondent/Company in the main Company Petition CP/21/KOB/2020) and this Tribunal bearing in mind an important fact that the Appellants/Petitioners in the main Company Petition had come out with allegation of mismanagement and oppression in the Company etc, this Tribunal comes to a consequent conclusion that the First Respondent/ Applicant is really a person 'concerned with the affairs' of the Company and without his presence, no effective order can be passed by the 'Tribunal' in a complete, comprehensive and satisfactory manner. Therefore, the 1st Respondent/Applicant's impleadment as Respondent No.23 in the main Company Petition No.21/KOB/2020, as ordered by the National Company Law Tribunal, Kochi Bench in the 'Impugned order' dated 15.03.2021 in CA/23/KOB/2021 is legally tenable. Viewed in that perspective, the 'instant Appeal' is devoid of merits." 14. The Appellants are Shareholders of the Respondent No. 1 Company and are family members of the other Shareholders. They are concerned with the affairs of the Company and their arraignment a ..... X X X X Extracts X X X X X X X X Extracts X X X X
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