- (1.) Leave was granted to the petitioner to file the Revisional Application without the certified copy as the order was passed by the Trial Court on the last date of its working before the long Puja Vacation. By the impugned order the Trial Court dismissed the application for temporary injunction and fixed the next date on 10th December, 2015 for hearing an application of Order 7 Rule 11 of the Code of Civil Procedure. Though the order assailed in the Revisional Application is amenable to be challenged by way of an appeal under Order 43 Rule 1 (r) of the Code of Civil Procedure but this Revisional Application was entertained as there is no Vacation Bench sitting in the Court below for receiving the appeal and entertaining thereof. Since the litigant cannot be rendered remediless this Court proposes to entertain the instant application filed under Article 227 of the Constitution of India.
(2.) At the very outset this Court must record that the gist of the order enclosed with this Revisional Application appears to have been passed by the Trial Court is cryptic and does not reflect the clear state of affairs. Both the parties have not disputed the gist of the impugned order and proceeded to address this Court treating the same to have been passed by the Trial Court.
(3.) Bereft of unnecessary details, the Petitioners as promoters of the Opposite Party No. 2 Company claimed to have owned approximately 37% of shares. The Opposite Party No. 2 Company is engaged in the manufacture of the cotton, polyester and blended yarns and for smooth running of such business took a loan from various banks. Having faced difficulty in liquidating the loans obtained from the different banks, one time settlement was arrived and to fulfill such obligations, entered into tripartite share subscriptions and shareholder's agreement with the Opposite Party No. 1. In course of implementing the terms of the said agreement disputes were raised which constrained the Petitioners to invoke the provisions contained under Section 9 of the Arbitration and Conciliation Act, 1996 before the Principal Civil Court in the District. It is not in dispute that the said proceeding ended before the Supreme Court. Subsequently, the Opposite Party No. 2 Company filed an application before the Board for Industrial and Financial Reconstruction (BIFR) and was declared sick. The BIFR while entertaining the proceeding passed an order directing the parties in the proceedings to maintain status-quo on 24.03.2014. An approach was made before the Appellate Authority for Industrial and Financial Reconstruction (AAIFR) by filing an appeal which was disposed of without modifying the order dated 24.03.2014. The present suit is filed alleging that a communication through electronic mail dated September 26, 2015 was made by the Opposite Party No. 2 Bank intimating that the Opposite Party No. 3 has acquired the shares held by the Opposite Party No. 1 and therefore stepped into its shoes. It was further communicated that a Deed of Adherence has also been executed as required under the relevant clause of Share Subscription and Shareholders' Agreement which further provides the nomination of five persons as Directors in the Board of Directors of the Opposite Party No. 2 Company.;