Bhaskarapantula Mohan, Member - (1.) The present petition is filed by the Petitioners under provisions of section 59, 241 and 242 of the Companies Act, 2013, Inter-alia claiming among various reliefs particularly as an interim relief, to restrain the Respondents by an order of injunction, pending disposal of this Petition, from creating any third party interest in the shares of the Petitioners which have already been transferred in the name of Respondent No.2 and pending final hearing and disposal of the Petition, directing the Respondents shall not convene any general meeting and the extra-ordinary general meeting of Respondent No.1, without specific leave of this Tribunal and without sufficient notice to all the members and share holders of the Respondent No.l and to direct the respondents jointly or severally to acknowledge and confirm the status of Petitioners and the members and shareholders of the Respondent Company with all attending rights and benefits including but not limited to right to receive notices for general meetings, right to vote on the shares held by the petitioners and further to pass an order of injunction restraining the Respondents and their servants, agents and assigns and any other person claiming through them or acting for and on their behalf from dealing with, disposing of, negotiating, alienating, transferring, encumbering, create third party, title or interest in respect or parting with the possession and ownership of the said land situated at A-6, MIDC, Chikalthana, Aurangabad of the Respondent No.l Company and for other reliefs which have been narrated in the Petition.
(2.) The Petitioners 1, 2 and 3are the Director and Shareholders of the Respondent Company respectively and for the sake of brevity and convenience they are referred to as "Jain Group". Respondent No.l is a Public Limited Company listed on Bombay Stock Exchange, having its Registered Office at A-6, MIDC, Industrial Area, Chikalthana, Aurangabad, Maharashtra and office at 212-B, Shreyash Industrial Estate, Western Express Highway, Goregaon(E) , Mumbai. Respondent No.2 Mr. Shilpin Patel who is the Managing Director of Respondent No.l and Respondent No.3 and 4 are the Directors of the Company. Respondent No.3 is the wife of the Respondent No.2. For the sake of convenience and brevity Respondent No.2 to 4 are referred to as "Patel Group".
(3.) The main cause of this Petition is that the Respondents have purportedly sought to delete the names of the Petitioners from the Register of Members. The Petitioners contend that such purported deletion, if at all, has been made, is wrongful, illegal, and in express contradiction to the provisions of Companies Act 2013 and the same is non~ estend not binding upon the Petitioners. The Petitioners validly and legally continue to be the members of the Respondent No. 1 Company and the Respondents are not entitled to in any manner whatsoever interfere with the Petitioner's rights and entitlements as members of the Respondent No.l. The jurisdiction of this Tribunal is invoked pursuant to the consent terms dated 25.04.2013 and the consent order dated 29.04.2013 passed by the Company Law Board in Company Petition No. 37 of 2009 wherein liberty was expressly reserved to the parties to approach this Tribunal for implementation / clarification of the terms and conditions agreed upon in the consent terms. It is stated, the Petitioners with their present shareholding of 47.67% have duly complied with the mandate of section 244 of the Companies Act 2013 as the Petitioners hold more than l/10th of the issued Share Capital of the Respondent No.l Company therefore, the Petitioners have the locus standi tofile the present petition.;