ATUL CHOPRA Vs. TECNOTREE CORPORATION

JUDGEMENT

(1.) THE plaintiffs have filed this suit for declaration and permanent injunction against the defendants. THE Plaintiffs are seeking a declaration that the Share Purchase Agreement dated 14th December, 2008 is null and void on account of fraudulent misrepresentations made by defendant No.1 and its Directors/officers. THE plaintiffs are also seeking status quo ante as prevailing before Share Purchase Agreement dated 14th December, 2008 and consequential transfer back of the shares held by the plaintiffs in the Indian Company. THE Plaintiffs are also seeking a declaration that FIPB approval dated 20th April, 2009 granted by the Government of India, defendant No.18 is null and void.

(2.) THE plaintiffs were the shareholders of erstwhile company, namely, Lifetree Convergence Limited (hereinafter referred to as the "Indian Company") and are presently shareholders of defendant No.1. THE plaintiffs held 91.17% shares in the Indian Company and the remaining 8.83% shares were held by the public and International Finance Corporation (IFC). THE plaintiffs comprised of two categories, namely, Management Shareholders and Non-management Shareholders. THE Non- management Shareholders were purely investors and were not part of the management and/or running of the Indian Company and they held 87.98% share out of the aforesaid 91.17% shares. THE Management shareholders were technocrats and entrepreneurs who, apart from being shareholders of the Company, were involved in management and running of the entire business of the Indian Company and they held 11.11% shares in the Indian Company.

(3.) IN pursuance the said Agreement, defendant No.1 made an application in January, 2009 to Ministry of Finance, Government of INdia (defendant No.18) seeking FIPB approval which was granted on 20th April, 2009.