To annex statement of meeting alongwith the notice is of requisitionist.

LAKSHMANAN, J.

The first petitioner, S. Varadarajan, in the main company petition is the applicant in Company Application No. 602 of 1992. He filed the above application for an order of interim injunction restraining the second respondent, M. Sekaran, from holding the extraordinary general meeting on April 23, 1992, or any other adjourned date pending disposal of the main company petition. This application was opposed by all the respondents. Elaborate arguments were heard by me on April 21, 1992. Since the meeting was to be held on April 23, 1992, at 4 p.m. and having regard to the urgency of the matter, I passed an interim order on April 22, 1992, which is reproduced as under :

"Elaborate and lengthy arguments were advanced by counsel for the applicant as well as counsel for the respective respondents and very many decisions have been referred to in respect of the respective contentions.

Since the meeting is to be held on April 23, 1992, at 4 p.m. it will not be possible for this court for want of time to pronounce final orders in the above application.

Hence, having regard to the urgency of the matter and bearing in mind the interest of all parties the following interim order is passed subject to the ultimate final orders in the above matter.

The extraordinary general body meeting to be held on April 23, 1992, pursuant to the notice dated March 28, 1992, will go on and resolutions, if any, passed in the said meeting will not be implemented and given effect to.

This above order is subject to final orders in the above application."

The applicant herein and four others have filed the main company petition under sections 397 and 398 of the Indian Companies Act, 1956, against the second respondent and his associates for mismanagement and oppression of the affairs of the first respondent-company. While the main company petition was pending before this court, petitioners Nos. 2 to 5 in Company Petition No. 126 of 1989 have sold their shares to the second respondent. The applicant's counsel has also received a communication from petitioners Nos. 2 to 5 stating that they are not interested in prosecuting the main company petition. Hence the applicant alone has now taken out the present application.The second respondent, Sekaran, was appointed as the managing director of the first respondent-company for a period of three years and his office as managing director came to an end with effect from September 1, 1990. Thereafter the board of directors of the first respondent has duly appointed at a meeting of the board held on December 20, 1991, the third respondent as the managing director of the company (viz., M. Durai Raj). According to the applicant, the company is being run by the third and fifth respondents as managing director and wholetime director of the company respectively. While so, the second respondent has lodged a requisition on February 8, 1992, under section 169 of the Companies Act calling upon the company to convene an extraordinary general meeting. Another notice dated March 28, 1992, received by the applicant from the second respondent mentions that he is convening the extraordinary general meeting since the company did not comply with his demand as per letter dated February 8, 1992. The convening of the said meeting is challenged by the applicant herein. The following are the grounds of challenge :

(a) The meeting convened by the second respondent on April 23, 1992, is not in order and the same is in violation of the mandatory provisions of section 169 of the Act.

(b) As per section 169 of the Act, the requisitionist must lodge the necessary resolution with the company. The board must convene the meeting within 21 days and if the board of directors of the company fail to convene the extraordinary general meeting within 21 days from the date of lodgment of the said requisition, then the requisitionists themselves within 45 days can convene the extraordinary general meeting.

(c) The notice sent by the second responden