JACOB CHERIAN Vs. K N CHERIAN

JUDGEMENT

(1.) THIS petition is filed under sections 397, 398 and 402(c) of the Companies Act, 1956 (hereinafter referred to as the Act). The petitioner is one of the sons of the first respondent, the other sons being respondents Nos. 2 to 5. Thompson & Company (Private) Limited, the sixth respondent, was incorporated in 1931. The main business of the company is to print and publish books and other materials. The shares of the company have been held mostly by the members of the family of the first respondent. Alleging acts of mismanagement and oppression, the petitioner and the fifth respondent filed C. P. No. 68 of 1969 on the file of this court for an order under sections 397 and 398 of the Act. That petition was opposed by respondents Nos. 1 to 4. That was being adjourned from time to time and finally the petitioner and the fifth respondent took out Applicat on No. 433 of 1969 under rules 9, 11(b) and 88(2) of the Companies (Court) Rules, 1959, praying for leave to withdraw the company petition.

(2.) IN the affidavit that was filed in support of that application, they stated that the respondents in that petition had agreed to purchase the shares of the present petitioner and set out certain terms for certain mutual domestic arrangements. That petition was not opposed, with the result C. P. No. 68 of 1969 was dismissed on December 4, 1969, as withdrawn. This petition was filed on 17th December, 1970, repeating the allegations of mismanagement and oppression which were set out in C. P. No. 68 of 1969 and further alleging that even after the dismissal of C.P. No. 68 of 1969 the affairs of the company are being mismanaged and that respondents Nos. 1 to 5 are guilty of several acts of oppression of the petitioner. It is also the case of the petitioner that respondents Nos. 1 to 5 failed to act up to the terms of the compromise.

(3.) IN exercise of the powers conferred by section 643 of the Companies Act, 1956, the Supreme Court of India, after consulting the High Courts, made the Rules called the Companies (Court) Rules, 1959. Rule 6 reads: