1. This order governs an application by the Respondents No. 2 to 5 in CP No. 32 u/s 45 of the Arbitration and Conciliation Act, 1996 hereinafter referred to as the Act of 1996 r/w Regulation 44 of the Company Law Board Regulation.

2. (A) Particulars of the Applicants/Respondents 2 to 5 also referred to as the Indian Strategic Partners (ISP) in the joint venture with Telenor Asia PTE Ltd. are as follows:-

(a) Unitech Limited R-2

(b) Cestos Unitech Wireless Pvt. Ltd. R-3

(c) Simpson Unitec Wirless Pvt. Ltd. R-4 and

(d) Acorus United Wirless Pvt. Ltd. R-5.

(B) Admittedly, the Applicants are the minority shareholders and hold 32.75% shareholding in Unitech Wirless (Tamil Nadu) Pvt. Ltd. hereinafter referred to as "the Company" while Telenor Asia PTE Ltd. hereinafter referred to as "Telenor", the majority shareholder holds 67.25% equity shares in the Company. Admittedly, the Company is a Joint Venture between the Applicants and Telenor.

3. The above-mentioned applicants (ISP) are also the Petitioners No. 1 to 4 in CP No. 110 (ND) of 2011 filed u/s 397 & 398 of the Companies Act 1956 against the Company, its Managing Director and three nominee Directors and Telenor Asia PTE Ltd. and Telenor ASA, which is pending adjudication before the member, CLB, New Delhi Bench. An Application u/s 45 of the Act of 1996 has been filed in CP No. 110 (ND)/2011 by Telenor, R-6.

4. Another Company Petition CP No. 33 of 2012 under section 397, 398 of the Companies Act, 1996 has been filed an 7-3-2012 by the present applicants (ISP) against the same Respondents as in CP No. 110 (ND)/2011, as mentioned above.

5. "Telenor" is a company incorporated under the laws of Singapore and has its Registered Office at 51, Gold Hill Plaza, # 21-07, Singapore 308990 and is a wholly owned subsidiary of Telenor Asia.

6. Unitech Wireless (Tamil Nadu) Pvt. Ltd. is a company incorporated under the Companies Act, 1956 having its Registered Office at Basement, 6, Community Centre, Saket, New Delhi. "Uninor" is the brand name under which it operates.

7. Facts in brief resulting in the filing of CP No. 110, CP No. 32 and CP No. 33 are as under:-

(i) The Department of Telecommunications (DoT), on 25-1-2008, granted Unified Access Service Licenses (UASL) to eight Unitech controlled entities which according to Telenor have merged into 'Uninor' pursuant to a scheme of amalgamation sanctioned by the High Court of Delhi on 27/9/2010. On being informed that entities which were owend and controlled by Uninor have been granted licenses to operate mobile services across India and that Uninor was looking for a long term strategic partner which could provide management expertise in the sector, vendor relationships, roaming relationships, etc. and believing that the Indian Telecom market has a huge potential for growth being one of the fastest growing markets in the world and also upon being approached for investments by Unitech and other licensee companies and on being further represented that the UASL granted to Uninor were consistent and compliant with the policies of Government of India Telenor decided to enter the Indian Telecom market as a strategic investor with a long term objective of becoming a serious player in the Telecom industry.

(ii) Pursuant to several representations and warranties by the ISP a joint venture agreement called the Share Subscription Agreement (SSA) was entered into on October 28, 2008 between (i) Telenor Asia PTE Ltd., the Foreign Strategic Partner (FSP), (ii) Telenor Mobile Communications, a company incorporated under the Companies Act in Norway and having its Registered Office at Snaroeyvein 30, 1331 Fornedu, Norway, called the Parent Strategic Partner (PSP), (iii) the applicants/Respondents No. 2 to 5 herein called the Indian Strategic Partners (ISP) and Unitech Wireless (Tamil Nadu) Pvt. Ltd., the Company herein on one hand and (i) Unitech Wirless (North) Pvt. Ltd., (ii) Unitech Wirless (South) Pvt. Ltd., (iii) Unitech Wirless (Kolkata) Pvt. Ltd. (iv) Unitech W