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Issues:
1. Dismissal of a petition under sections 397 and 398 of the Companies Act. 2. Refusal to accept a rejoinder-affidavit and rejection of an application for cross-examination of deponents of affidavits. 3. Transfer of the petition to the High Court and issues framed. 4. Decision on the application for removal of a director and appointment of managing director. 5. Appeal against an interim order for payment of arrears of salary to a technical adviser. Analysis: 1. The judgment pertains to a special appeal against the dismissal of a petition under sections 397 and 398 of the Companies Act. The petition alleged that the company's affairs were conducted against public interest and oppressive to its members. The learned company judge dismissed the petition, prompting the appeal. 2. The appellants raised concerns about the refusal to accept a rejoinder-affidavit and rejection of an application for cross-examination of deponents of affidavits. The High Court found that the appellants were entitled to file the rejoinder-affidavit even later and that the application for cross-examination should have been allowed. The court concluded that the appellants did not receive a fair trial and ordered a retrial with cross-examination. 3. The petition under sections 397 and 398 of the Companies Act was transferred to the High Court, and issues were framed. The court noted the timeline of events, including the filing of affidavits and subsequent delays. The High Court highlighted the importance of allowing cross-examination in the interest of justice and fair trial. 4. The judgment also addressed an application related to the removal of a director and appointment of a managing director. The Company Tribunal's decision regarding the appointment of a technical adviser and managing director was discussed, along with subsequent orders and appeals. The High Court provided clarity on the interim order for payment of arrears of salary to the technical adviser. 5. An appeal against an interim order for the payment of arrears of salary to a technical adviser was discussed. The High Court decided that the interim order would continue with modifications, emphasizing that the technical adviser should not impose advice but be available upon the managing director's request. The court directed the continuation of the third director's position and urged expeditious disposal of the company petition. In conclusion, the High Court allowed the appeal, set aside the previous judgment, and ordered a retrial with cross-examination and other specified directions regarding the technical adviser's role and the third director's position.
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