JUDGEMENT

Per Justice Sharad Kumar Sharma, Member (Judicial)

A proceeding in the shape of Company Petition No. 16/CHD/2025, stood instituted by respondent No.1, by invoking the provisions contained under Section 241-242 read with Sections 94, 96, 101, 136, 180, 173 and 447 of the Companies Act, 2013. In the proceedings of the Company Petition, the appellant therein had prayed for the principal relief, for holding respondent Nos. 2 and 3, to be guilty of the acts of oppression and mismanagement in carrying out the affairs of respondent No.1, and a direction was also sought by way of a restraint against respondent Nos. 2 and 3, not to take any action, which were or could have been prejudicial to interest of respondent No.1 company, and further that the respondent Nos. 2 and 3 be ordered not to represent the cause of company in its affairs or act on behalf of the company in any manner whatsoever, and not to transact any affairs of the company hence forthwith. For the purposes of brevity, the relief as sought for in the Company Petition are extracted hereunder: -

“1. pass an order holding Respondent No. 2 & 3 guilty of oppression and mismanagement in carrying out the affairs of the Respondent No. 1 Company in terms of Sections 241 and 242 of the Companies Act, 2013;

2. pass an order directing the Respondent No. 2 to 3 not to take any actions which are prejudicial to the interest of the Respondent NO. 1 Company and oppressive to the Petitioner being the shareholder of the Respondent NO. 1 Company;

3. pass an order directing the Respondent No. 2 & 3 not to represent the Respondent NO. 1 company or act on behalf of the Respondent NO. 1 Company in any manner whatsoever in the future;

4. pass an order declaring all the acts and transactions undertaken by the Respondent No. 2 & 3 concerning the affairs of the Respondent No. 1 Company which are undertaken without the consent and approval of the Petitioner are invalid and ought not to be acted upon;

5. pass an order declaring that any communications/ replies to the clients/vendors/creditors of the Respondent No. 1 Company by the Respondent NO. 2 to 5 without sharing the same with the Petitioner and obtaining her express consent are non-est and invalid;

6. pass an order declaring all the acts relating to filing of any documents or any form related to the Respondent No. 1 Company without consent and consultation of the Petitioner as non-est and invalid;

7. pass an order directing Respondent No. 2 & 3 to pay and be held liable for the penalties or any other actions which may be imposed due to non-compliance under the Companies Act, 2013 as well as any other statute;

8. pass an order directing Respondent No. 2 to 5 to refund all the funds illegally transferred, diverted and siphoned off from the Respondent No. 1 Company;

9. pass an order holding Respondent No. 2 & 3 guilty of violation of the section 94, 96, 101, 136, 180, 173 of the Companies Act, 2013 and declaring them officer in default;

10. To pass an order against Respondent No. 2 & 3 and any other person whosoever found guilty under Section 447 of the Companies Act, 2013;

11. Pass any other order(s) as may be deemed fit and necessary by the Hon'ble Tribunal.”

For the purposes of deciding the instant Appeal, it becomes necessary for us to refer to the cause title of the Company Petition. The appellant herein has been impleaded in the Company Petition, as to be the opposite party No.3. The petition reflects, that a dispute arose when respondent No.1 in the instant Company Appeal and the petitioner to the Company Petition are said to have filed an application being CA No. 126 (CH) of 2026 in CP No.16/CHD/2025, Loveleen Dhaliwal Singla vs. LSR Infracon Pvt. Ltd. & Ors. The said application was preferred by the petitioner to the Company Petition by invoking the provisions contained under Section 241-242 of the Companies Act, 2013 to be read with Rule 11 of the NCLT Rules, 2016 . In the application thus preferred, the appellant was sh