9911796707
TMI Blog2023 (12) TMI 1177X X X X Extracts X X X X X X X X Extracts X X X X ..... re daughters of late Mr. Tarsem Singh and sister of Respondent No. 3, against whom allegations of Oppression and Mismanagement have been made. The Appellants have a defined subsisting, direct and substantive interest in resolution of the controversy and are necessary and expedient to be impleaded in the said Petition. The Appellants are Shareholders of the Respondent No. 1 Company and are family members of the other Shareholders. They are concerned with the affairs of the Company and their arraignment as party to the proceedings would facilitate an effective, efficacious, just and fair adjudication of the case. It is held that they are proper and necessary party and their impleadment will assist in arriving at the correct decision in C.P. No. 129/ND/2019 pending with NCLT. Appeal allowed. - [ Justice Anant Bijay Singh ] Member ( Judicial ) And [ Ajai Das Mehrotra ] Member ( Technical ) For the Appellant : Mr. Sagar Chaturvedi , Advocate For the Respondent : Mr. S. P. Singh Chawla and Mr. Kunal Surhotia , Advocates JUDGEMENT ( Through Virtual Mode ) [ Per : Ajai Das Mehrotra , Member ( T ) ] 1. The present Company Appeal (AT) No. 76 o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... avneet Deeman. The Appellant herein are daughters of Sh. Tarsem Singh and Respondent No. 3 is son of Sh. Tarsem Singh and Respondent No. 2 is wife of the son of Sh. Tarsem Singh. 5. The NCLT had rejected the prayer for impleadment of Smt. Anju Dheeman, Sh. Japneet Singh and Smt. Bhavneet Deeman on the ground that after the demise of late Sh. Preet Pal Singh, the said Applicants never applied for transmission of shares as envisaged under Section 56 of the Act. Apparently no finding has been expressed regarding the Appellants No. 1 2, except mentioning name of late Sh. Tarsem Singh in para 8. While rejecting the Application, NCLT had observed as under: 8. Heard, record has been thoroughly perused. Admittedly, it is nowhere established that after the demise of Late Sh. Preet Pal Singh, the proposed applicants ever applied for transmission of shares on their names or their names were recorded in the register of members of the company. Further, the proposed applicants and the petitioner also failed to establish that apart from the present applicants, there is no other legal heir of the deceased shareholders. No succession certificate or any registered Will or probate has ever ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... secute the said Company Petition without waiver Application. 8. It was submitted on behalf of the Appellants that the acts of Oppression and Mismanagement have been committed by the Respondents No. 2 and 3 as the Additional Director appointed another Additional Director without calling or intimating the Shareholders about any General Meeting and both the Additional Directors illegally changed their designation as Director on the very next date of their appointment as Additional Director. It was submitted that the Respondent has done illegal appointment and also the offence of forging the documents against which FIR No. 15/2022 has been registered in P.S., Paharganj under Section 420/34 of IPC. It was submitted by the Appellants that any person concerned with the affairs of the Company can be arrayed as a party to the proceedings, if such addition is likely to facilitate an effective, efficacious, just and fair adjudication of the case. The Appellants relied upon the Judgement of Chennai Bench passed by this Tribunal in the case of `P J Mathews Vs. `C. Mohanan Pillai , in Comp. App. (AT) (CH) No. 22/2021. 9. In their Reply and Written Submissions, Respondents No. 1 to 3, have ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Supreme Court in `Anil Kumar Vs. `Shivnath Mishra , (1995) 3 SCC 147, to support their contention that their impleadment will be necessary in order to enable the Court to effectually and completely adjudicate upon and settle all questions involved in the Company Petition No. 129/2019. 11. Through our Order dated 20.11.2023, we had given liberty to the both sides to file Written Submissions/Additional Written Submissions, not exceeding five pages, alongwith relevant case laws, if any, within one week. However, till date no such Written Submissions/Additional Written Submissions have been filed in compliance to the said directions. 12. We have heard both the Parties and have perused the records of this case including the Judgements cited. It is apparent that NCLT had made no comments regarding shareholding of Appellants No. 1 and 2, who were Applicants No. 4 and 5 in CA No. 04/2021. We also note that Respondents have not challenged or disputed the assertion of the Appellants No. 1 2 that they are Shareholders of Respondent No. 1 Company. Further, we find that the Company is owned by the family members of late Sh. Bachchan Singh, who was father of Mr. Tarsem Singh, Mr. Bagh ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... depend mainly on the aspect as to whether he has an interest in the property, but whether a right of a person would get affected, if not impleaded in a given pending legal proceedings before the Competent Forum . As a matter of fact, the Tribunal can permit even the impleadment of third party, if his/its presence is necessary for adjudication of the subject matter in issue. 20. It is to be pointed out that to resolve the controversies/issues concerning the main Company Petition in a satisfactory manner, a party may be arrayed as one of the Respondents, of course, based on the facts and circumstances of a particular case. Moreover, it is not necessary that any relief should be asked against a proper party sought to be impleaded or arrayed as one of the parties to the pending litigation. A proper party is added to avoid plurality of given proceedings and to protect its interest. To put succinctly, a person who is not a party has no right to be impleaded against the Petitioner/Plaintiff s wishes in a given pending legal proceedings. But the rider is that if a person is proper and necessary party, he can be added as a party, either as one of the Petitioners or as one ..... X X X X Extracts X X X X X X X X Extracts X X X X
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