'Sree Narayana Dharma Paripalana Yogam' ('Yogam' in short) is sought to be wound up in this Company Petition.

2. The first respondent 'Yogam' is a Charitable Non-trading Company' incorporated in 1903 under the Travancore Regulation I of 1063 M.E., corresponding to Act 6 of 1882 of the Indian Companies Act (herein after referred to as the 'Act'). The petitioners were elected office bearers of the SNDP Unions/Sakhas under the first respondent. The case of the petitioners is that, ever since assuming the office as the General Secretary of the 'Yogam', the second respondent had been functioning in a quite autocratic manner, suspending the petitioners and others from their office and also bringing the Unions/Sakhas under the management of the Administrators, without any regard to the rules or procedures contemplated under the bye-laws of the 'Yogam'. It is alleged that the affairs of the 'Yogam' are being mismanaged; the funds are being misappropriated and there is complete oppression of minority members, coupled with acts of fraud and such other illegal activities, in total disregard to the statutory prescriptions. The petitioners have approached this Court under Section 203(b) (ii), read with 433(f) of the Companies Act with the following prayers:

"a) To appoint a committee of not less than five members to take over the administration and management of SNDP Yogam and institutions functioning under that company;

b) To declare that respondents 1 to 4 are disqualified from continuing as office bearers of SNDP Yogam;

c) To direct respondents 2 to 4 to make available to this Hon'ble Court true and correct details of the income and expenditure of the Yogam including Micro Finance Account and amount received from Kerala State Backward Development Corporation and details of persons to whom such amounts were distributed from November 1996 onwards;

d) To direct the respondents to take immediate steps for ordering elections in all Unions and branches under Administrator Control to have elected representatives and to hand over the assets and management to such elected bodies within a time frame;

e) To render to this Hon'ble Court the correct and complete records and documents which are maintained in connection with micro-finance operations and to direct payments to the needy members in accordance with the stipulations of NABARD;

f) To direct the 2nd respondent not to alienate or dispose of any movable or immovable properties of SNDP Yogam without prior permission from this Hon'ble Court.

g) In the alternative, the 1st respondent Sree Narayana Dharma Paripalana Yogam be wound up by this Hon'ble Court under the provisions of the Companies Act, 1956;

h) To appoint provisional liquidator to preserve the assets of the respondent company; and

i) To pass such other order or orders as this Hon'ble Court may deem fit, appropriate and just."

3. When the above matter came up for admission before this court on 01.01.2009, another learned Single Judge of this Court ordered as follows:

"Admitted without prejudice to contentions including on the question of jurisdiction. Notice by Special Messenger. List on 13.01.09 for consideration of the application for interim reliefs. No immovable property of the SNDP Yogam shall be alienated or encumbered until the next date of hearing."

Pursuant to service of notice, the respondents entered appearance and the matter has been brought up for further consideration, challenging the very question of maintainability, at the instance of the respondents 1 and 2.

4. Mrs. Nalini Chidambaram, learned Sr. Counsel appearing on behalf of the petitioners submits that the Company Petition is very much maintainable, simultaneously adding that the doubts, if any, can be entertained only along with the merits of the case, particularly, since the matter has already been admitted by this Court. The learned Sr. Counsel referred to the sequence of events and also the relevant provisions of law, to sustain the said submission.

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