SACHIN BANSAL Vs. ACCENT SHOES P. LTD.

JUDGEMENT

(1.) IN this order I am considering Company Petition No. 189 of 2007 filed by Shri Sachin Bansal under Sections 397, 398, 399, 402 and 406 of the Companies Act, 1956 (hereinafter referred to as "the Act") against M/s. Accent Shoes P. Ltd. and Ors. alleging oppression and mismanagement.

(2.) M /s. Accent Shoes P. Ltd., was incorporated on March 3, 2003, as a private company under the provisions of the Act. The registered office of the company is situated at 2250/171, Ganeshpura, Trinagar, Delhi -110 003. The authorised capital of the company was Rs. 20,00,000 divided into 2,00,000 equity shares of Rs. 10 each. The issued, subscribed and paid -up capital of the company was Rs. 20,00,000 divided into 2,00,000 equity shares of Rs. 10 each. The company is engaged in the business of manufacture, sale, purchase, trading, import, export, etc., of all kinds of boots, shoes, chappals, sandals, etc., made of leather, PVC rubber, PVC rexena, etc. The petitioner and respondent No. 2 were also the first directors of respondent No. 1 company.

(3.) IT was further pointed out that respondent No. 2, in the absence of the petitioner, chose to dilute the petitioner's shareholding in respondent No. 1 by allotting further shares to his own full blood brother (respondent No. 4), and at the same time appointed another close relative as director (respondent No. 3, namely, Shri Satish Gupta, uncle of respondent No. 2 and respondent No. 4) whereas the norms of fairness, reasonableness and justice unequivocally mandated the appointment only of a representative of the petitioner in his forced absence. The acts have been done in the absence of the petitioner in order to misappropriate and control the assets of respondent No. 1 company, primarily land/property of immense value leased for 25 years by a partnership firm as owner thereof, of which the petitioner is a partner. It was pointed out that respondent No. 2 and his group, being in untrammelled control and possession of respondent No. 1 company and its assets, now seek to misappropriate and siphon off those assets.