1. This is a petition filed under Section 111A of the Companies Act, 1956 ("the Act"), seeking directions to the first respondent Company to declare that the petitioner is entitled to have his name inserted in the Register of Members of the first respondent Company i.e. M/s Mangalore Refinery and Petrochemicals Limited ("MRPL") in respect of 4500 original shares bearing distinctive nos. from 263395201 to 263399700 and further declaration that the petitioner is entitled for all accrued dividend and other benefits like Rights, Bonus etc.

2. Shri Kamal Agarwal, learned Chartered Accountant appearing on behalf of the petitioner submits that the present petition is being filed as a last recourse, since the petitioner made all efforts to redress their grievance but in vain.

3. The factual matrix of the case is that the petitioner is a share and stock broker and member of Uttar Pradesh Stock Exchange and having office at Jaipur and he is executing transactions for sale and purchase of shares for and on behalf of its various clients and their own. It is submitted that the petitioner in the course of his business, had purchased 4500 shares of the first respondent Company on 24.04.1992 from third respondent i.e. M/s . Sagar Investments for a consideration of Rs. 2,07,500/-, for which a credit note was issued by the petitioner in favour of the third respondent, which is filed as Exhibit "A1". Confirming the same, the third respondent issued a receipt of payment, which is filed as Exhibit "A2".

4. The petitioner submits that on receipt of certificate of shares along with transfer deed duly executed by respective transferors, the petitioner made an envelope and inserted 4500 shares bearing distinctive Nos. from 263395201 to 263399700 of the first respondent Company in the envelope and handed over the envelope to M/s Blue Dart Express Couriers ('Courier Company') under consignment No. 12497553 dated 28.09.1992 for delivering the consignment to Dr. Vista Portfolio Consultants, Vijayawada. However, the Courier Company could not deliver the consignment to the consignee and the shares seems to have been lost in transit.

5. The petitioner submits that on noticing the loss, he filed a complaint with the Vidhayakpuri Thana, Jaipur and forwarded a letter dated 12.10.1992 to the first respondent Company. The petitioner filed a complaint bearing No. 12/1993 before the Hon'ble Civil Court at Jaipur seeking injunction order restraining the first respondent Company in transferring of shares in the name of any other person and in view of the petitioner being a bona fide purchaser of shares for valid consideration and obtained transfer deeds. The Hon'ble Civil Court granted injunction restraining the first respondent Company in transferring the shares to other persons whereof a copy of injunction is furnished and marked as Exhibit "E". It is the case of the petitioner that he produced copy of injunction order and letter issued by the first respondent Company to M/s Birla Consultancy & Software Services, who was the erstwhile transfer agent of the first respondent Company bringing out the factual position of loss of share certificates and grant of injunction order requesting and for suggesting the procedure for issuance of duplicate share certificates. The grievance of the petitioner is that there was no response from the first respondent Company with regard to issuance of duplicate share certificates and transfer of shares in the name of the petitioner. Being in such a hapless situation the petitioner appointed a professional firm viz. M/s Deear Investor Grievance Services Limited (hereinafter referred to as "the Advisor") to liaison and follow up with the first and second respondents for obtaining duplicate share certificates. The Advisor of the petitioner addressed a letter dated 18.05.2005 to the second respondent, who is the transfer agent of the Company, appraising and bringing to his notice the tactual position and requested the second respondent