2018 (3) TMI 199 - AT - Companies Law

Oppression and mismanagement - Held that - Original petitioner himself has restricted his challenge to the impugned allotments made in favour of the petitioner and original second and third respondents in the company petition. When this is so, the learned counsel for the appellant is rightly submitting that without amending the company petition and without giving particulars in their application for impleadment as to how and why the appellant is a necessary party, the impleadment could not have been allowed just for the asking. From the paragraphs reproduced from CA 34/2016, it is apparent that it was quite a vague application. There appears substance in the submissions made by the learned counsel for the appellant that when there was no amendment sought in the company petition so as to make out a case against appellant and there were no sufficient pleadings in the application for impleadment, the impugned order as has been passed is not maintainable, at least against the present appellant. The others who have been added and have not come forward to challenge the impugned order we will not interfere as regards those other respondents who have been added. The appeal is allowed, the impugned order is quashed and set aside as far as the impugned order is impleading the present appellant as respondent in the company petition.

Summary

Issues involved:
- Impleadment of the appellant as a party respondent in a company petition alleging oppression and mismanagement.

Detailed Analysis:
1. The appellant filed an appeal against an order passed by the National Company Law Tribunal (NCLT) in CA 34/2016, where she was directed to be added as a party respondent in a company petition alleging oppression and mismanagement. The original petitioner sought to implead the appellant and others in the petition. The NCLT allowed the impleadment, leading to the appellant's appeal against being added as Respondent No.7 in CA 34/2016.

2. The appellant argued that no relief was sought against her in the company petition, and she was added based on vague grounds related to potential issues regarding share disputes. The original petitioner had restricted the challenge to specific share allotments, which did not include the appellant. The application for impleadment lacked specific reasons for adding the appellant as a necessary party.

3. The original petitioner, on the other hand, contended that the appellant's presence was essential for adjudicating all shareholder rights effectively. The appellant, in her reply, acknowledged being a shareholder but disputed being made a party due to lack of allegations against her. The original petitioner emphasized the importance of the appellant's involvement in the proceedings for a comprehensive resolution.

4. The appellant's counsel highlighted a criminal complaint filed by the appellant against certain respondents for alleged cheating, indicating a separate legal dispute. The counsel argued that the impleadment was part of a strategy to portray the matter as a civil dispute. The counsel urged that the impleadment of the appellant was unjustified and should be rejected.

5. After reviewing the company petition and related submissions, the court found that the impleadment of the appellant lacked a proper basis. The application for impleadment did not provide sufficient grounds for adding the appellant as a party respondent. The court concluded that the impugned order was not sustainable concerning the appellant and allowed the appeal, quashing the order to include the appellant as a respondent in the company petition.