JUDGMENT

Mrs. Sujata V. Manohar, J.-Leave granted.

2. The first appellant company was established in 1944 as a private limited company under the Companies Act, 1913. It continued as a private limited company under the Company under the Companies Act 1956. However, with effect from 1.2.1975, by virtue of Section 43-A of the Companies Act, 1956, it became a public limited company in view of the fact that the annual turn-over of the company was above the prescribed limit. The first appellant company, however, continues to be a closely held company consisting of only 61 shareholders including 11 employees and ex-employees. The second appellant is the Chairman and Managing Director of the first appellant company. The third appellant is the Joint Managing Director of the first appellant company. The main object of the company is to carry on the business of parcel lorry service, manufacture of automobile components and dealership of Telco.

3. It is the case of the appellants that there were disputes between the Managing Director i.e. second appellant, and his son-in-law, Srihari Rao, who was a former Director of the first appellant company and a former Member of Parliament. The disputes star