1. In this order I am considering the Company Petition No. 78 of 2005 filed by Shri Sanjay Paliwal and Shri J.K. Paliwal against the respondents, particularly Shri Ajay Paliwal (the R-3), S/o Shri J.K. Paliwal alleging certain acts of oppression and mismanagement in the affairs of the R-1. The CP has been filed under sections 397, 398 of the Companies Act, 1956 (hereinafter referred to as ‘the Act’).

2. The undisputed facts of the case are: The respondent-company, namely M/s. Paliwal Hotels Pvt. Ltd. was incorporated on 11-10-1985 with its registered office at Alpana Cinema Building, Model Town, Delhi with the main object of carrying on the business to construct, carry out, maintain, improve, manage, work, control and superintend hotels, buildings, roadways, railway bridges, dams, barrages, aqueducts, shops and other works and conveniences; to purchase, take on lease or tenancy or in exchange hire, renew, otherwise acquire and hold any estates or interests and to let or sublet in whole or in part, develop, manage and exploit any lands, buildings, machinery, plant and any real and personal property of any kind; to carry on fabrication jobs such as trusses, purlins, columns, fram