SMT. VASANTHI Vs. SYED IBRAHIM

JUDGEMENT

(1.) These two company appeals are directed against the common order dated 07.04.2011 passed in Company Application Nos.143 of 2011 in Company Application No.60 of 2010 and Company Application No.144 of 2011 in Company Application No.61 of 2010 in Company Petition No.4 of 2009 on the file of the Company Law Board, Principal Bench, New Delhi, whereby and whereunder, the applications filed seeking amendment of prayers in C.A.No.60 and 61 of 2010 came to be allowed.

(2.) More precisely; Company Appeal No.6 of 2011 is directed against the order dated 07.4.2011 passed in Company Application No.143 of 2011 and whereas Company Appeal No.7 of 2011 is directed against the order dated 07.04.2011 passed in Company Application No.144 of 2011. Union of India, Ministry of Corporate Affairs is the petitioner in C.P.No.4 of 2009. The said case has been filed by the Union of India under Section 388 B(1) of the Companies Act, 1956 before the Company Law Board (for short, "CLB") for the purpose of enabling the CLB to enquire into the case as to whether the affairs of the company have been shrouded in fraud, misfeasance; persistent negligence in carrying out the obligations and functions assigned under law and also in a manner prejudicial to the public interest or not. In the said company petition, company application Nos.95 and 96 of 2009 have been taken out by the applicants, who are said to be the stakeholders in the said company seeking their impleadment as respondents to the company petition. The said applications came to be allowed on 5.3.2009. While so, the appellant herein filed C.A.No.24 of 2011 in C.P.No.4 of 2009 under Section 409 of the Companies Act, 1956 (hereinafter referred to as "the Act") seeking inter alia to induct IL and FS Financial Services Limited as the new promoter by assigning the direct management of the affairs of the appellant company and simultaneously to issue majority holdings to IL and FS group on certain terms and conditions. The CLB, by order dated 13.01.2011, granted the prayer sought for in C.A.No.24 of 2011. Thereupon, the impleaded parties in C.P.No.4 of 2009 filed two applications being C.A.Nos.60 and 61 of 2011 to recall the order dated 13.1.2011 passed in C.A.No.24 of 2011 and also sought for directions for protection of their interest since they made large investment to a tune of Rs.529 crores and they have to get about 989 crores from the appellant company. The said applications came up for consideration before the CLB on 27.01.2011 and the said applications were directed to be listed on 5.4.2011 to enable the appellant company to file its response. The impleaded parties in C.A.No.60 and 61 of 2011 were also directed to serve notice on IL and FS group and other respondents. Aggrieved by the order dated 27.01.2011 passed in C.A.No.24 of 2011 as well as order dated 13.1.2011 passed in C.A.No.24 of 2011 in C.P.No.4 of 2009, SRS Orion Investment Ltd filed appeal. The said appeal came to be disposed of by this Court directing the CLB to hear the implead parties and pass appropriate orders and accordingly, order dated 27.1.2011 passed by the CLB in C.A.Nos.60 and 61 of 2011 has been modified. For better appreciation, I may refer the relevant portion of the order passed by this Court in Company Appeal No.4 of 2011, which reads as hereunder: -

(3.) Pursuant to the direction given by this Court, the CLB took up C.As.60 and 61 of 2011 for hearing. While so, the applicants in C.A.Nos.60 and 61 of 2011 moved applications being C.A.Nos.143 and 144 seeking amendment of the prayer sought for in C.A.Nos.60 and 61 of 2011. The appellant herein resisted the proposed amendment sought for by the applicants in C.A.Nos.60 and 61 of 2011.