The main legal point established in the judgment is that questions of waiver, estoppel, and acquiescence are not pure questions of law and require further evidence. The Company Law Board has wide powers in hearing petitions under sections 397 and 398 of the Companies Act and can regulate its own procedure.

1. This appeal is preferred against that part of the order of the Company Law Board rejecting certain preliminary objections raised by the appellant and also against the order where the Company Law Board has not dealt with certain preliminary objections raised by the appellant and also against certain directions given by the Company Law Board in its order.

2. The respondent herein has preferred a company petition, C.P.No.94 of 1999 before the Company Law Board under sections 397 and 398 of the Companies Act against the appellant herein and also against other 22 persons. The appellant herein has raised certain preliminary objections to the effect that in a company petition under sections 397 and 398 of the Companies Act against the holding company, no relief can be granted in respect of the management of subsidiary companies. The Company Law Board, by the impugned order has upheld certain preliminary objections raised by the appellant and directed deletion of the names of subsidiaries and directors from the array of party/respondents in the company petition. As against that part of the order of the Company Law Board, the respondent herein has preferred an appeal in C.M.A.No.2018 of 2000 on the file of this Court and by judgment of even date in C.M.A.No.2018 of 2000, I did not agree with the reasonings of the Company Law Board and allowed the appeal preferred by the respondent herein, who is the appellant in that appeal.

3. In this appeal, the appellant is canvassing the correctness of certain directions given by the Company Law Board directing the appellant company to file its reply on the allegations made in the company petition including those in respect of subsidiary companies. Since I have held that the order of the Company Law Board directing] deletion of the names of subsidiaries and directors from the array of parties is not legally sustainable, the direction given by the Company Law Board directing the appellant herein to file its reply on the allegations made in respect of its dealings with the subsidiaries cannot be said to be beyond its power and jurisdiction and therefore no interference is called for in respect of that part of the order of the Company Law Board.

4. The appellant herein also raised certain other preliminary objections which are set out in the annexure-A to the application in C.A.No.48 of 2000 on the file of the Company Law Board. The first preliminary objection was that the company petition under sections 397 and 398 of the Companies Act is not maintainable as against the subsidiaries of the appellant company in which the respondent is not having any shareholding at all. As already observed by me, that part of the order of the Company Law Board has been dealt with in C.M.A.No.2018 of 2000.

5. The second preliminary objection was that the company petition is not maintainable even as against the appellant company, because the respondent herein was a party to the resolutions passed by the appellant company in the General Meeting appointing the respondents 2 and 3 in the company petition as directors of the appellant company and approving and adopting the annual accounts of the company and declaring dividend on the basis thereof. The third objection was that the company petition has been filed only because the respondent had demanded a position of profit in one of the profit-making subsidiaries which was not granted by the respondents 2 and 3 in the company petition and the company petition has been filed only to pressurise the respondents 2 and 3 in the company petition to grant the demands of the respondent herein and hence, the company petition should not be entertained in exercise of discretion under sections 397 and 398 of the Companies Act by the Company Law Board.

6. The Company Law Board has considered the question of maintainability of the company petition against the appellant company and held that it cannot be considered as a preliminary issue as the respondent herein is holding