- (1.) On 01.10.2015 Ms. Punita Khattar, the petitioner filed the instant company petition before the Company Law Board New Delhi u/s. 397, 398, 402, 403 & 237 of the Companies Act 1956 read with sections 241 & 242 of the Companies Act, 2013. Respondent No. 1 is the Company bearing the name M/s. Explorers Travels & Tours Pvt. Ltd. & ors. During the pendency of the company petition Respondent Nos. 2 & 3 filed an application u/s. 8 of the Arbitration and Conciliation Act 1996. Notice of the application was issued to the petitioner and the petitioner filed the reply to the said application. The respondents filed their rejoinder where after the application was posted for arguments.
(2.) Heard and Considered
(3.) The background facts germane to the decision of the application for referring the dispute between the parties for arbitration in terms of section 8 of the Act are that the company petition is a dressed up petition and the consideration of the subject matter of the dispute between the parties is within the exclusive domain and power of the Arbitrator on the strength of Article 87 of the Articles of Association of the respondent company. The Petitioner is misusing this forum by making disputes inter-se the parties or disputes which are in personam as issues of management and oppression with a mala fide intention to avoid the arbitration proceedings initiated by the Respondent Nos. 2-4 in terms of a legal notice dated 25.09.2015 and, therefore, this forum may direct that the dispute be referred to arbitration on the face of the Arbitration Agreement entered into between the parties as stipulated under Article 87 of the Articles of Association of the respondent company. The respondent company is a closely held company where the principles of partnership had to be applied between the petitioner and the respondent Nos. 2, 3 & 4 and now the trust between them is completely lost. The arbitration clause renders the petition filed u/s. 397 & 398 as not maintainable. It has been filed with a mala fide intention. It is vexatious and has been devised to avoid the arbitration between the parties. In the premises the indulgence of the Board (as it then was) has been craved to refer the parties to arbitration and to pass such order/orders as are just and expedient in the facts and circumstances of the case.;