2021 (12) TMI 486 - AT - Companies Law

Seeking permission to file the Additional Documents in the main Appeal - oppression and mismanagement - siphoning of funds - grievance of the Applicant/Appellant is that he is the only shareholder depending wholly on the dividend, while others are benefited by the fat remuneration and commission packages - HELD THAT - It cannot be forgotten for filling up the gaps either in evidence or factual matrix of the case, the admission of Additional Documents/evidence is not to be permitted. Also that an Appellate Forum ought not to receive Additional Documents, as a matter of course - The real test is whether an Appellate Forum is able to pronounce judgement/pass orders in main case on the materials available before it, without taking into consideration the Additional Documents/evidence sought to be produced. In the absence of the Additional Documents sought to be projected, this Tribunal is of the considered opinion that the Lis in TA No.18/2021 can be determined, of course, based on the available materials on record - Application dismissed.

Summary

Issues involved:
- Permission to file Additional Documents in the main Appeal

Analysis:
1. The Applicant/Appellant sought permission to file Additional Documents in the main Appeal concerning allegations of oppression and mismanagement by the majority shareholders who self-appointed themselves as Directors in profit-making subsidiaries, depriving the Applicant/Appellant of fair opportunities despite equal shareholding inheritance.

2. The Applicant/Appellant alleged that the majority shareholders were siphoning off substantial funds, enriching themselves with disproportionate remuneration and commission packages, while providing minimal dividends to the Applicant/Appellant, leading to escalated oppression with over ?700 crores appropriated by the majority compared to the Applicant/Appellant's ?20 crores dividend.

3. The Applicant/Appellant presented a Working Sheet certified by Auditors, demonstrating increased oppression over the years, particularly affecting the profit of the Main Holding Company due to actions of the majority shareholders, Mrs. Mallika Srinivasan and her daughter Lakshmi Venu.

4. The Respondents opposed the admission of Additional Documents, arguing that the Tribunal had thoroughly examined the issue in a previous order, citing legal precedents that only facts up to the petition date could be considered, and relief against oppression must be established within the Company Petition itself without reliance on additional evidence.

5. The Respondents contended that the Working Sheet and Certificate of Dividends presented by the Applicant/Appellant were self-serving and unnecessary, as the Tribunal could decide the main Appeal based on existing records without prejudice to any party.

6. The Tribunal, citing legal principles and Supreme Court judgments, emphasized that Appellate Forums should refrain from admitting Additional Documents unless necessary to pronounce a judgment, and that parties should not be allowed to introduce new evidence to rectify gaps in their case at the appeal stage.

7. Ultimately, the Tribunal dismissed the Applicant/Appellant's request to file Additional Documents, stating that the main case could be determined based on the available record materials, and the IA No.580/2021 was not entertained in the interest of justice, following the legal principles outlined in the judgment.

In conclusion, the Tribunal's decision emphasized the importance of relying on existing evidence and records in appellate proceedings, highlighting that Additional Documents should only be permitted in exceptional circumstances where necessary for a just determination, as per established legal principles and precedents cited in the judgment.