When a specialized tribunal is empowered by statute to adjudicate disputes involving company oppression and mismanagement, including the authority to grant interim injunctions, the jurisdiction of civil courts is barred by explicit statutory exclusion in all matters falling within the tribunal's mandate.

ORDER :

T.R. Ravi, J.

The Civil Revision Petition has been filed challenging the order dated 29.1.2022 in CMA No.33 of 2021 on the file of Additional District Judge-V, Ernakulam. The 1^st respondent filed O.S.No.302 of 2021 before the Second Additional Munsiff Court, Ernakulam seeking a permanent prohibitory injunction restraining defendants 1 to 4 from unlawfully accessing the accounts of the 5^th defendant and that of the Directors' accounts, maintained in the office of the 5^th defendant, from tampering or destroying any accounts kept in the office of the 5^th respondent, and for other reliefs. Prior to the filing of the above suit, the 1^st respondent herein had filed Company Petition No.23 of 2021 before the National Company Law Tribunal, Kochi Bench ['NCLT' for short] for initiating action against respondents 2 to 4 in the said petition, for acts of oppression and mismanagement under Section 232 of the Companies Act, 2013, for removal of the above said persons as Directors of the 1^st respondent Company, to order recovery of undue gain made by them, to disqualify and debar the said respondents for the fraudulent practice administered by them, etc. Interim reliefs were sought for in the Company Petition to prevent further diversion of funds of the 1^st respondent Company and to restrain the Directors from creating any third party rights or mortgaging or alienating immovable assets partly or fully owned, apart from other reliefs.

2. Petitioners 1 to 3 in the revision petition are defendants 1 to 3 in the suit and the 4^th petitioner is the 5^th defendant in the suit. The 2^nd respondent in the revision petition is the 4^th defendant in the suit. Along with the suit, the 1^st respondent (plaintiff) had filed IA No.2 of 2021, praying for an ad interim injunction restraining the defendants 1 to 4 from illegally and unauthorisedly accessing the accounts and files of the 5^th defendant and making illegal corrections, alterations, modifications or changes or committing any acts of waste in the accounts, files and books of the 5^th defendant Company, etc. The trial court by order dated 2.7.2021 dismissed the application finding that the issue raised is one which the National Company Law Tribunal is empowered to adjudicate, as it comes within the purview of mismanagement under Sections 241 and 242 of the Companies Act, 2013. The court held that a conjoint reading of , 242 and 430 of the Companies Act would make it clear that such matters are to be dealt with by the NCLT and the jurisdiction of the Civil Courts would be barred. The 1^st respondent challenged the order in CMA No.33 of 2021 before the District Court and by the impugned judgment dated 29.01.2022, the order of the trial Court has been set aside and the appeal has been allowed. The District Court held that the Civil Court has jurisdiction to adjudicate the relief sought for in the petition.

3. The counsel for the petitioners submitted that the reasoning contained in paragraph 16 of the appellate order are erroneous. The Appellate Court has stated that from Ext.A1 petition, it is seen that the relief sought for in the petition before the NCLT was to initiate action against respondents 2 to 4 therein for acts of oppression and mismanagement, and in the injunction application the 1^st respondent has not complained of any oppression or mismanagement of the Company. It is further stated in the order that (i) the 1^st respondent never agitated that any provision of the Companies Act was prejudicial to the members or oppressive in nature