- (1.) We have heard Shri G. Ramaswamy, learned Senior Counsel for the petitioners and Shri K. K. Venugopal and Shri Ashok Desai, learned Senior counsel for the respondents. Petitioners claim to be minority shareholders in the company and respondents are the Company and its other directors and shareholders.
(2.) The petitioners seek special leave to appeal to this court from the order dated 8/12/1993 in Writ Petition No. nil of 1993 of the High court of Calcutta, which, in turn, partially stayed the operation of an interlocutory order dated 20/10/1993 of the Company Law Board in a petition under S. 397 and 398 of the Companies Act brought before it by petitioner-shareholders of the company. "harbans Lal Malhotra and Sons Ltd. " complaining of suppression of the minority.
(3.) It was urged before the Board by the petitioners that the collaboration arrangement embarked upon by the said Company with M/s Gillette was illegal and operated as oppression of the minority. The Company Law Board by its order dated 20/10/1993 noticed the prayers made before it : "(A) Respondent 1 company should not approve of any transfer of its shares; (B) Adequate notice be given to the petitioners of any general meeting of the shareholders; (C) Respondents 11, 12 and 13 be restrained from changing their management as they had nearly 58% of the share capital of respondent 1; (D) Respondent 1 company be restrained from making any fresh issue of shares. ";