1. This Company Petition has been filed under section 111A(2) read with section 111(4) of the Companies Act, 1956 ("the Act") seeking directions against M/s Satyam Computer Services Limited ("the Company") (a) to rectify the register of members by registering the petitioner as owner of 12,000 equity shares: (b) to direct the respondents to pay a sum of Rs. 71 lakhs by way of damages, suffered by the petitioner on account of the wrongful actions of the respondents, in terms of C.A. No. 4 of 2009: and (c) to pay all dividends, rights shares, bonus shares declared from time to time and any other accruals with respect to 12,000 equity shares together with interest at the rate of 12% per annum from the date of payment of dividend, for the reasons set out therein.

2. Shri R. Murari. learned Counsel, representing the petitioner, while initialing his arguments, submitted:

OThe petitioner purchased 1000 equity shares of the Company in February 1994 from one Meenakshi Shah, Durgapur, West Bengal, paying the lull consideration and took delivery of the share certificates along with the signed transfer deeds in April 1994 from her sub-broker. The petitioner had thereafter sent on 03.05.1994 to the Company by registered post the share certificates along with duly executed share transfer deeds for effecting registration in her name, which were received by the Company. The petitioner never received any communication from the Company for a long time and ultimately by an email sent on 08.03.2000, reported that the fifth respondent, being the Share Transfer Agent, had duly transferred the entire shares in her name. Nevertheless, the petitioner neither received the share certificates nor any particulars of the despatch from the respondents. In the meanwhile, the aforesaid 1000 shares purchased by the petitioner became 1200 shares by virtue of the issue of rights shares, which in turn became 2400 shares, pursuant to bonus shares issued by the Company, out of which 1200 shares were given by the Company and the present claim is in respect of the remaining 1200 shares, being the subject matter of the Company Petition. The respondents have, therefore, wrongfully and without sufficient cause failed to enter the name of the petitioner in the register of members. By reason of such failure and negligence, the respondents permitted further illegal dealings in the shares in the names of third parties, some of which occurred as early as on 29.04.1995, 16.08.1996 and 09.09.1997, even though no transfer deed was ever executed by the petitioner, as admitted by the Company in its undated communication sent to the petitioner. Due to split of shares at the rate of 1:5, 1200 shares of Rs. 10/- each became 6000 shares of Rs. 2/- each and on issue of bonus shares at the rate of 1:1, those 6000 shares of Rs. 2/- each became 12,000 shares of Rs. 2/- each. The total shares due to the petitioner as on date account for 12,000 shares of Rs. 2/- each. The withholding of 12,000 shares (1200=6000=12000) by the respondents is unlawful and intended to cause wrongful loss to the petitioner. The petitioner came to know in the course of the discussion with the fourth respondent. Executive Assistant of the Company, on 24.02.2000 that the impugned shares had been wrongly transferred to certain other persons, which is clearly unauthorised and unlawful in the eyes of law. The third respondent, being Company Secretary of the Company realising the seriousness of such illegal transfer of shares, invited the petitioner for discussions on 01.05.2000 and forced her into accepting only 50% of the shares to which she was entitled, namely, only 1200 shares out of the total of 2400 shares. The petitioner was pursuing the issue for about six years and therefore, compelled and coerced to accept the offer made by the third respondent, in terms of her communication dated 03.05.2000, thereby giving up her allegations of misappropriation committed by the respondents. The aggregate value of the the