Ramachandra Iyer, J. — This appeal filed at the instance of Syed Mahomed Ali, a shareholder, arises from the judgment of Subrahmanyam, J., in O.P. No. 159 of 1956 giving certain directions under sections 397 and 398 of the Indian Companies Act. That petition was filed by Sundaramurthy the first respondent supported by 42 shareholders of the Neptune Studios, Ltd., complaining of several prejudicial acts and breaches of trust on the part of respondents 2 to 8, the directors, alleging oppression of the minority by them and praying for regulating the conduct of the company’s affairs in future. Neptune Studios, Ltd., which will hereafter be referred to as “the company” is a public limited company with a subscribed share-capital of Rs. 3,15,000 consisting of 6,150 shares, 4,000 founder-shares of Rs. 25 each and 2,150 ordinary shares of Rs. 100 each. The company owns a studio and an equipment for the production of cinematograph pictures. The company hires out the premises and the equipment and affords facilities to producers of pictures for monetary consideration. The fortunes of the company do not depend on the success or failure of the pictures produced by it as it does not itself produ

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