Gian Chand Jain, J. - (1.) This appeal under Sec. 483 of the Companies Act, 1956 (hereinafter to be referred as "the Act"), is directed against the order of the learned company judge dated May 6, 1988.
(2.) S/Sh. Balbir Singh and Pramod Kumar Churamani, respondents herein, filed a petition (Company Petition No. 27 of 1988) under Ss. 397 and 398 of the Companies Act, 1956, against the appellants complaining of mismanagement and oppression at their hands. They sought (a) removal of appellants Nos. 2 to 8 from the board of directors and appointment of an administrator to run the affairs of the company with or without the help of the present respondents for a period of two years; (b) an order directing an investigation into the affairs of appellant No. 1 company and directing the Central Government to appoint Inspector(s) for investigation since incorporation and giving further directions to fix civil liability; for making untrue statements in the prospectus and for causing loss to the company on account of mismanagement ; (c) a declaration the Sh. Balbir Singh, respondent No. 1, was continuing as whole -time working director and entitled to salary, etc., in terms of the appointment letter dated June 2, 1987, and his alleged cessation as director was mala fide, illegal ; (d) declaration that all or any meeting of the board of directors held without the present respondents was null and void ; and (e) declaration that the loans taken from Punjab and Sind Bank unauthorisedly were a personal liability of Brig. T. S. Grewal and Sh. M. S. Grewal, appellants Nos. 2 and 3 in this appeal. In the alternative, they sought an order of winding up of the appellant company, M/s. Omni India Limited.
(3.) By the impugned order, the learned company judge admitted the petition and appointed Justice P. N. Khanna (retired judge of this court), as chairman of the board with direction to give a report regarding the working of the said company within one month or earlier, if possible.;