Company Petition No. 14(ND)/2009. Case: Anil Kumar Saha Vs ATS Infrastructure Ltd. and Others. Company Law Board
| Case Number | Company Petition No. 14(ND)/2009 |
| Judges | D.R. Deshmukh, J., Chairman |
| Issue | Company Law |
| Citation | 2011 (4) CompLJ 179 (CLB) |
| Judgement Date | May 11, 2011 |
| Court | Company Law Board |
Order:
D.R. Deshmukh, J., Chairman, (Principal Bench, New Delhi)
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Company Application No. 8 of 2010 filed by the respondent seeks outright dismissal of the petition at the threshold on the ground that it does not disclose any cause of act on for initiating an action under sections 397,398 read with sections 402, 403 and 404 of the Companies Act, 1956.
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The petitioner has approached this Board se eking redressal of his grievances arising out of the various acts of mismanagement in the affairs of the R-1 company and oppression of the rights of the petitioner as a minority shareholder.
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Various acts of mismanagement and oppression as averred by the petitioner are as under:
(a) Malpractice by allotting plot numbers to the allottees even before the company had acquired requisite licence from the concerned authority.
(b) Undertaking a residential project in Goa to the deteriment of the interest and goodwill of the company in 2007 whereas no residential project was allowed as per law.
(c) Income-tax raid conducted in February 2008 due to mishandling of funds by respondent Nos. 2 and 3 which led to the execution of MoU dated 3.3.2008 for the exit of the petitioner from R-1 company and which prompted the petitioner from tendering his resignation as a direction of the R-1 on 28.3.2008.
(d) The petitioner was to be paid a total sum of Rs. 150 crores under the MoU. Shares of R-4 were to be procured by R-2 and 3 and transferred to the petitioner for an aggregate consideration of Rs. 54,90,00,000. A share purchase agreement dated 10.3.2008 was also executed. However there has been a complete breach of the obligations cast on R-2 and 3 under the MOU and the share purchase agreement which amounts to denial of the legitimate expectation of the petitioner under the MOU of the share purchase agreement and amounts to oppression of his right to exit from R-1 as a shareholder.
(e) Non-completion of R-1-company's project in phase I, Greater Noida, under the name of ATS Paradiso within time due to failure of the company to pay the statutory dues of the Greater Noida Authority.
(f) Diversion of funds to other project resulting in delaying the project ATS Paradiso in Phase II, Greater Noida.
(g) Acceptance of booking in the project ATS-Advantage in 17, Ahinsakhand, Indirapuram, Ghaziabad, despite not having the ownership of the said land.
(h) Usurpation the funds of the company by R-2 and 3 by cheating its customers and putting the public money to financial...
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