Dr. S. Gopinath & Anr vs Orugallu Medicare Ltd. & Ors

Dr. S. Gopinath & Anr. -Appellants

Vs.

Orugallu Medicare Ltd. & Ors. ...Respondents

Present: For Appellants:- Mr. Venkateswararao Anumolu and Mr. Prabhakar Parnath, Advocate

For Respondents:-

ORDER

18.07.2017 Ld. Counsel for the appellants submitted that the

impugned order dated 6th March, 2017 was served on the appellants by

the National Company Law Tribunal (hereinafter referred to as 'Tribunal")

on 18th March, 2017. Thereafter, for the reasons mentioned in the

petition for condonation of the delay, the appellants could not file the

appeal within a period of 45 days and has been filed after the delay of 30

days, which is within the domain of Appellate Tribunal to condone.

2. Having heard Ld. Counsel for the appellants and Ld. Counsel for

the respondents and taking into consideration the grounds shown in the

petition, we condone the delay of 30 days in filing the appeal. I.A. No.

319 of 2017 stands disposed of.

3. This appeal has been preferred by the appellants against the order

dated 6th March, 2017 passed by the Tribunal, Hyderabad Bench in -2-

CP.No. 26 of 2013 (TP No. 101/HDB/2016), whereby and whereunder the

petition preferred by the appellants under sections 397, 398, 399, 402 &

403 of the Companies Act, 1956 has been dismissed.

4. The Company Petition was preferred by the appellants in the year

2013 inter alia seeking declaration that the acts of 2nd Respondent in

managing the affairs of 1st Respondent company and denying the rightful

due of the appellants in the 1St respondent company amounting to

oppression and mismanagement of the affairs of 1St respondent company.

Prayer was also made to declare the shares issued after 2006 as illegal

and void.

5. On hearing Ld. Counsel for the parties and perusal of the impugned

order, we find that no specific case has been made out by appellants to

show that the respondents oppressed the appellants or there is

mismanagement of the company. Admittedly, the 1St appellant is the

Chairman of the 1St Respondent Company and certain acts of oppression

as alleged is of the years 2006 to 2012. It further appears that differences

croped up since the year 2003-04 among the Directors of the company,

which according to the appellants is because of unprofessional attitude

of 2nd respondent. However, the reasons why after delay of more than 10

to 12 years, the appellants preferred the Company Petition have not been

explained.

6. Ld. Counsel appearing on behalf of the appellants submitted that for

the years together no Annual General Meeting was called for. However, it is -3-

accepted that Annual General Meeting was called for in the year 2012 i.e

prior to filing of Company Petition in 2013, wherein the appellants were also

asked to attend. There is nothing on the record to show that the appellants

in the said Annual General Meeting of 2012 raised any acts of oppression

and mismanagement of the earlier period. This apart, Ld. Tribunal has

noticed that by the time the Tribunal was to pass order there is no oppression

and mismanagement and the company was on going without any

interference. In facts and circumstances, if the Tribunal declined to grant any

relief to the appellants, we find no ground to interfere with the impugned

order. In absence of any merit, the appeal is dismissed. However, in the facts

and circumstances of the case there shall be no order as to cost.

(Justice S.J. Mukhopadhaya) Chairperson

(Balvinder Singh) Member(Technical) ar