JANG BAHADUR SINGH Vs. FRICK INDIA LTD

JUDGEMENT

(1.) This Company Appeal is directed against the order dated 12.11.2013 passed by the Company Law Board, New Delhi whereby CA No.62/2013 in CP No.34 (ND)/2012 moved by the appellant for amendment of his Company Petition has been dismissed.

(2.) The facts may be noticed briefly. The appellant has filed CP No.34 (ND)/2012 under Sections 397, 398, 402 & 403 read with Sections 111-A of the Companies Act, 1956 (in short, 'the Act') before the Company Law Board (in short, 'the Board'). The Company Petition is founded upon several instances of alleged oppression and mismanagement including (i) illegal and mala fide transfer of 2500 shares held by the appellant to respondent No.3; (ii) attempt to illegally acquire 20% out of 40% shares held by the appellant in the Company through undue threat and coercion; (iii) mis-management in the affairs of the respondent-company; (iv) resignation by an independent Director due to lack of trust and hostile environment created by the contesting respondents; (v) mis-reporting or non-reporting of the affairs of the Company to the Board and its Chairman; (vi) siphoning off the funds of the company; (vii) loss of business of the company due to negligent and unprofessional behaviour; and (viii) financial mis-management etc.

(3.) The Company Petition is being hotly contested by the first and second respondents, inter alia, alleging the petition as a medium to avoid the Settlement Agreement dated 22nd December, 2011 entered into between the appellant and some of the respondents in USA for which a law suit is said to have been instituted before the Trial Court of Massachusetts. The contesting respondents claim that the instant petition has been filed with a view to recant on the Settlement Agreement and it deserves to be dubbed as forum shopping. Besides the allegation of abuse of the process of law, the doctrine of comity is also stated to be attracted.