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TMI Blog2010 (3) TMI 672X X X X Extracts X X X X X X X X Extracts X X X X ..... C.P. No. 81 of 2009, within a specified period, before considering any other application or proceedings, in C.P. No. 81 of 2009. 2. It has been stated that M/s. Econo Valves (P.) Ltd. (hereinafter referred to as "the company") was incorporated in the year 1981 as a private limited company. The company had been engaged in the business of valve engineering. As such, it has a good reputation and goodwill in the market. The company was, previously, a family concern, with the respondents, along with some of their friends and relatives, as the shareholder of the company. As the respondents could not manage the company, financially, it was incurring heavy losses. Therefore, they had decided to give up the ownership and management of the company. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... its order dated 24-9-2009, had granted interim reliefs, as claimed by the respondents, restraining the first petitioner herein from convening the meeting of the board of directors, until further orders. By the said order, the petitioners had also been prevented from making alterations to the articles of association of the company. The petitioners, having taken notice of the order passed by the Company Law Board, had filed company applications, in C.A. Nos. 112 and 113 of 2009, on 10-11-2009. 6. The petitioners had challenged the maintainability of the petition filed by the respondents, in C.P. No. 81 of 2009, on the ground that the respondents have not fulfilled the mandatory requirements of section 399 of the Companies Act, 1956. The seco ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he petitioners have preferred the present civil revision petition before this court. 9. The main contention of learned counsel for the petitioners is that the company petition, in C.P. No. 81 of 2009, filed by the respondents, invoking sections 397 and 398, read with section 402 of the Companies Act, 1956, is not maintainable before the Company Law Board, as the respondents are not qualified to file the said petition, as per section 399 of the said Act. Section 399 of the Companies Act, 1956, had been introduced, specifically, to prevent harassment of the company by unscrupulous shareholders, like the respondents. The Company Law Board, by allowing the respondents to continue the proceedings, in C.P. No. 81 of 2009, had enabled them to cir ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... law that, when the transfer of shares is questioned, the company petition is maintainable, in accordance with section 399 of the Companies Act, 1956. He had also submitted that the amendment sought for by the respondents in the application, in C.A. No. 26 of 2010, to amend the company petition, in C.P. No. 81 of 2009, is not an entirely new relief, as it is covered under section 402(g) of the Companies Act, 1956. As per clause (g) of section 402 of the Act, the Tribunal can grant the relief, with regard to any other matter, if, in its opinion, it is just and equitable to do so. He had also submitted that the petitioners, in the present civil revision petition, had not made any attempt to vacate the interim order granted by the Company Law B ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... along with C.P. No. 81 of 2009. 13. In reply, learned counsel appearing on behalf of the petitioners had submitted that the Company Law Board could decide all preliminary issues, as per section 10E(5) of the Companies Act, 1956. If the Company Law Board is empowered to decide the issue of jurisdiction, it can also decide it as a preliminary issue, as held in Canara Bank v. Nuclear Power Corpn. of India Ltd. [1995] 84 Comp. Cas. 701 (SC). The Company Law Board has similar powers, as that of a civil court. He had also submitted that section 403 of the Companies Act, 1956, also gives the power to the Company Law Board to decide such issues. When the respondents had voluntarily shared the shares, by way of an agreement, it cannot be said that ..... X X X X Extracts X X X X X X X X Extracts X X X X
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