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2019 (11) TMI 1481 - Tri - Insolvency and BankruptcySeeking for declaration that the affairs of the Respondent No. 1 Company are being conducted in a manner of prejudicial to its interest and that of its shareholders - sections 59, 210, 213, 216, 241, 242 of the Companies Act 2013 - HELD THAT - The maintainability or otherwise the Petition on merits under the limitation Act and Section 433 of the Act can only be decided after taking into consideration the pleadings of the parties and the totality of the facts and circumstances of the case and rival pleadings. The maintainability of the Petition prima facie on the point of limitation cannot be decided at this stage. Without going into the merits of the Petition vis-a-vis the claim of the Respondents prima facie it cannot be said that the Company is under dispute in any case. There are no reason to modify the order nos. I II dated 06.02.2019 passed by the NCLT, Hyderabad Bench - appeal disposed off.
Issues:
Interim prayers in a Company Petition under sections 59, 210, 213, 216, 241, 242 of the Companies Act 2013; Appeal against interim orders; Maintainability of the Company Petition; Legal infirmities in the Petition; Compliance with mandatory provisions of law; Interim reliefs sought by Petitioners; Objections by Respondents; Decision on interim orders by the Tribunal. Interim Prayers in Company Petition: The Tribunal addressed interim prayers made in a Company Petition under various sections of the Companies Act 2013. The Petitioners sought orders declaring that the affairs of the Respondent Company were being conducted in a prejudicial manner. The NCLT Hyderabad passed interim orders directing the Respondents to maintain the shareholding pattern and refrain from alienating Company properties. The Respondent No. 2 appealed this order before the NCLAT, leading to a remittance of the matter back to the NCLT at Amaravati Bench, Andhra Pradesh for further consideration. Maintainability of Company Petition: The Respondents contended that the Company Petition was not maintainable and was time-barred. They argued that the Petitioners had not acted in accordance with the Companies Act and the Company's Articles of Association in the past. Citing legal precedents, the Respondents claimed that no interim orders could be granted due to the alleged infirmities in the Petition. They emphasized that the Company's properties had not been disposed of or encumbered for over 14 years, challenging the necessity of the interim reliefs sought by the Petitioners. Decision on Interim Orders: The Tribunal analyzed the maintainability of the Company Petition and the legal compliance of the Petitioners. It concluded that the Petition's maintainability and compliance issues could only be determined after considering the parties' pleadings and the overall circumstances of the case. The Tribunal found no grounds to modify the interim orders passed by the NCLT Hyderabad Bench. While some interim reliefs were denied due to lack of proof of malfeasance by the Company's Directors, the Tribunal modified the order regarding the production of primary records and documents. The Tribunal's decision was based on a thorough examination of the Petition's merits and the Respondents' objections, ensuring a fair and just outcome. This detailed analysis of the legal judgment showcases the Tribunal's meticulous consideration of the interim prayers in the Company Petition, the challenges to its maintainability, and the ultimate decision on the interim orders. The judgment reflects a balanced approach in addressing the legal issues raised by both parties and upholding the principles of justice and legal compliance in corporate matters.
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