By consent of the parties these appeals are taken up for final disposal.

2. Company Appeal No.16 of 2009 is filed by the appellants, who are respondent Nos.3 and 5 in C.P.No.3 of 2007 against the order of the Company Law Board dated 19. 2008 made in C.A.No.101 of 2008. Company Appeal No.20 of 2009 is filed by the respondents 1, 2, 8 and 9 in C.P.No.3 of 2007 against the very same order made in C.A.No.101 of 2008 dated 19. 2008.

3. Since the very same order is challenged in both these company appeals by the appellants, who are respondents in C.P.No.3 of 2007, these appeals are taken up together and disposed of by this common judgment. For the sake of convenience and easy understanding, the parties will be referred to in this judgment according to their rank in C.P.No.3 of 2007.

4. The only issue arises for consideration in these appeals are as to whether the Company Law Board is right in deleting the name of 4th respondent in the company petition, who is the 5th respondent in Company Appeal No.16 of 2009 and 4th respondent in Company Appeal No.20 of 2009.

5. The case of the appellants are that the respondents 1 and 2, who are sisters, have filed C.P.No.3 of 2007 with the following prayers:

(a) To appoint the petitioners as Directors or their nominee on the Board of the Company

(b) To amend the Articles of Association of the Company to give effect to the proportional representation on the Board.

(c) To declare the transfer of shares by the first respondent Company in the capital of the 8th and 9th respondents are null and void.

(d) To declare that the 8th and 9th respondents continue to be the subsidiary of the first respondent Company.

(e) To appoint an auditor to go into the books and records of the Company and surcharge the respondents whoever responsible for the defalcation of the funds with respect to inter-company transactions as reflected in the balance sheets for the year ending 33. 2005 and 33. 2006.

(f) To pass an order of injunction, restraining the respondents from selling, alienating or encumbering any of the immovable assets of the company.

(g) To pass an order of injunction, restraining the 7th respondent from granting any further facility for any new venture which the company intends to carry on.

(h) To appoint an administrator by superceding the Board of the Company.

The above said prayers were made by contending that the first respondent in the Company Petition was incorporated as private limited company on 11. 1956 under the Companies Act, 1956 (Act VII of 1913) with the object to carry on the spinning of yarn from cotton. After the incorporation, the paid-up capital of the Company was increased to 7,50,000 consisting of 7,500 equity shares of Rs.100/-each. G.T.Krishnaswamy Naidu and his wife Vijayammal were holding 2,000 and 1,000 shares respectively and the said G.T.Krishnaswamy Naidus sons G.T.K.Rajasekaran, G.T.K.Sivasubramaniam, G.T.K.Parthasarathy and G.T.K.Shanmugasundaram were allotted 1000 shares each. One third party by name Asher, who is in no way related to the said G.T.Krishnaswamy and his family was allotted 500 shares. Thus, the entire paid-up capital was held by the family members of G.T.Krishnaswamy Naidu, except 500 shares, which were allotted to the said P.Asher, in whose name the licence was initially granted by the Government of India for the Textile Mill. G.T.K.Rajasekar, one of the sons of G.T.Krishnaswamy Naidu was adopted by T.R.Narayanaswamy and thereafter he was no longer associated with the Company. His 1000 shares were allotted to his son Ranganathan.

6. According to the petitioners, after the death of T.G.Krishnaswamy Naidu and his wife Vijayammal, their shares were equally transferred to their three sons. It is stated in the company petition that as on 33. 2006 the paid-up capital of the Company was Rs.90,00,000/- consisting of 90,000 equity shares of Rs.100/-each. The first and second petitioners held 13,800 shares each out of 90,000 equity shares and as such they wer