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2017 Supreme(Mad) 2732

G.JAYACHANDRAN
Selvarathnam – Appellant
Versus
Standard Fire Words Pvt. Ltd. Rep. by its Director Mr. P. Jaisankar – Respondent


Advocates Appeared:
For the Petitioners: Mr. G. Prabhu Rajadurai
For the Respondent: Mr. Yasothavarathen, Mr. V.R. Shanmuganathan

Judgement Key Points

Certainly. Based on the provided legal document, here are the key points:

  1. The plaintiff is a Private Limited Company represented by its Director, and the defendants are the revision petitioners (!) .

  2. The shareholding structure involves family members and companies formed by family members, with specific percentages held by different family groups and associated companies (!) (!) .

  3. Disputes arose due to certain Directors representing the Bell Group of Companies acting disadvantageously to the plaintiff, leading to their non-election after 2013, and the Bell Group is now represented by other members (!) .

  4. Certain family companies hold shares in the plaintiff company, and there is a significant debt owed by one of the defendants, which remains unpaid (!) .

  5. The defendants attempted to unlawfully remove existing Directors by calling an Extraordinary General Meeting (EGM), which the plaintiff contends is illegal and invalid (!) (!) .

  6. The plaintiff seeks declarations that notices for the EGM are illegal, and requests a permanent injunction to prevent the defendants from conducting meetings until internal disputes are resolved (!) .

  7. The cause of action is based on the alleged illegal calling of meetings and attempts to capture management through procedural violations (!) .

  8. The defendants filed an application to dismiss the suit on the grounds that the Civil Court's jurisdiction is barred by specific provisions of the Companies Act, particularly Section 430, which ousts jurisdiction over matters that the Tribunal is empowered to decide (!) .

  9. The trial court dismissed this application, stating that the petitioner failed to specify a particular legal provision that bars civil court jurisdiction, and that the jurisdiction of civil courts is not entirely excluded but limited to matters outside the Tribunal’s purview (!) .

  10. The plaintiff contends that the dispute pertains to issues of oppression and management control, which are exclusively within the jurisdiction of the Tribunal under the relevant provisions of the Companies Act, and that the civil court's jurisdiction is ousted in such matters (!) (!) .

  11. The appellate decision emphasizes that the entire cause of action, including the procedural violations and management disputes, falls within the scope of the Tribunal’s jurisdiction, and that the civil court was mistaken in dismissing the application without considering relevant statutory provisions (!) (!) .

  12. Consequently, the civil revision petition is allowed, the suit is rejected, and the connected miscellaneous petition is closed, reaffirming that the civil court does not have jurisdiction over the matter as it pertains to company management disputes governed by the Companies Act (!) .

Please let me know if you need further analysis or specific legal advice related to this case.


ORDER :

The plaintiff is a Private Limited Company represented through its Director. The defendants are the revision petitioners herein.

2. The averments in the plaint is that the share capital of the plaintiff company is as follows and the same is held either by family members in their individual names or by companies formed by family members.

1. Yennarkay Ravindran Family (34% shares)

2. Arunachalam Nadar of Pioneer Group (33% shares)

3. Chelladurai Nadar of Bell group (33% shares)

Each family represented through three Directors each. During 2011, two Directors namely, Mr. C. Subhasingh and Mr. C. Rajasingh representing Bell Group of Companies started functioning disadvantage to the plaintiff company affecting the business of the plaintiff company, so they were not elected after 2013. In that place, the Bell Groups of Company is now represented by Mr. C. Vijayasingh and Mr. C. Rajendrasingh.

3. From the branch of Yennarkay R. Rajarthnam family, which constitutes three matches companies namely, M/s Rajarathnam Matches Private Limited, M/s Yennarkay R. Selvarathnam Private Limited and M/s Chiranjeevirathnam Matches Private Limited each hold 11.09 % shares in the plaintiff's company. The s
















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