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TMI Blog2017 (1) TMI 1678X X X X Extracts X X X X X X X X Extracts X X X X ..... ons were unambiguous that a valid EOGM is to be convened to allot further shares. The Petitioner has, therefore, asked the Respondent No.l Company by several letters to furnish copy of 'Register of Members'. Merely filing an Appeal ipso facto does not put any bar on the implementation of an Order. No cogent or convincing reason has been given by the Respondents in not implementing the directions of the CLB. Alienation of immovable properties of Respondent No.l Company - HELD THAT:- In the said Order, it was directed that the Petitioner should be given an opportunity to match the offer if the Respondent No.l Company is alienating its assets. In one of the hearings held before the NCLT Bench, Ahmedabad on 29th September, 2016, i ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the side of the Applicant Ld. Representative has stated that an Order was passed on 17th November, 2014 by the CLB, Mumbai Bench (C.P. No.59 of 2012) wherein several directions have been given while finally disposing of the Petition, however, the grievance of the Applicant is that the direction no. vii has not been followed by the Respondents, hence liable for contempt. He has clarified that this Application, therefore, revolves around the non-compliance of the following direction:- vii. It is, however, clarified that the Company may allot further shares by holding a valid EOGM in accordance with the provisions of the Act, and in terms of the Ahic/es of Association of the Company. Company is also free to sell its assets in trans ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... er has successfully established his allegations regarding the of oppression and mismanagement(reproduced from para 39 of the Order). The directions were unambiguous that a valid EOGM is to be convened to allot further shares. The Petitioner has, therefore, asked the Respondent No.l Company by several letters to furnish copy of 'Register of Members'. The copies of the said letters are on record. The compliance was not made by the respondents on the ground that an Appeal has been preferred before the Hon'ble High Court. This ground or reason of the Respondent for non-compliance of an Order is unjustifiable, especially when the directions of an Order of the lower forum has not been stayed by the higher forum of the judiciary. As on ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s Ten thousand only) to the Applicant as cost of the litigation. It is expected that this fine / cost may prevent the Respondents for future non-compliance. I have taken this view following the ratio laid down by the Hon'ble Gujarat High Court in the case of Jitesh Trading Company vs. Gita Fabrics P. Ltd (1996) 86 Comp Case 453 Guj. Order dated 19.9.1995. (ii) That it is hereby ordered that the Respondents shall not alienate or deal with the assets of the Respondent No.l Company without proper notice to the Petitioner. The Respondents shall strictly abide the aforesaid direction while selling the asseE by giving an opportunity to the Petitioner to match the offer of expected consideration. (iii) That the Applicant / ..... X X X X Extracts X X X X X X X X Extracts X X X X
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