The National Company Law Tribunal may annul directors' appointments deemed oppressive and mismanaged under the Companies Act, ensuring adherence to statutory governance procedures.

1. The Interlocutory Application 36 of 2023 has been filed on 02.01.2023 under Section 241 , 242 of the Companies Act, 2013 (“Act”) by Ms. Beena Bharatkumar Suchak and Sharmila Bharatkumar Suchak against Respondent Company seeking the following reliefs:

i. That this Hon'ble Tribunal allows this Applicant's Interlocutory Application.

ii. That the Respondent no. 4’s Affidavit in Reply be discarded and disregarded for the purpose of Company Petition no. 177 of 2021.

iii. That the Respondent nos. 1, 2, 3, 4, 5 and 6’s right to file Reply be closed.

iv. That strict cognizance be taken for wrongful and false submissions made by the Respondents in their pleadings.

v. That the Company Petition no. 177 of 2021 be heard and disposed off on an urgent basis.

vi. That this Hon'ble Tribunal may be pleased to grant such other and further reliefs as may be deemed fit and proper by this Hon'ble Tribunal, in the interest of justice.”

Description of Parties:

2. Mr. Bharatkumar Mohanlal Suchak (Bharatkumar) is the original promoter, director cum shareholder of the Respondent Company. He holds 9,100 fully paid up equity shares of Rs. 100/- each amounting to Rs. 9,10,000/- (Rupees Nine Lakhs Ten Thousand) as reflected in the list of shareholders as on 31.03.2019, which is annexed as Annexure 1 to the Company Petition.

3. Mrs. Beena Bharatkumar Suchak (Beena) is a wife of Petitioner 1 and holds 2,500 fully paid up equity shares of Rs. 100/- each amounting to Rs. 2,50,000/-

4. Ms. Sharmila Bharatkumar Suchak (Sharmila) is a daughter of Petitioner 1 and holds 100 fully paid up equity shares of Rs. 100/- each amounting to Rs. 10,000/-

5. M/s Dombivali Paper Manufacturing Co. Pvt. Ltd. (Respondent 1/ Respondent Company/ Company) is a Private Company limited by Shares, incorporated in 1985. The Authorised Share Capital of the Respondent Company is Rs. 50,00,000/- (Rupees Fifty Lakhs) divided into 50,000 equity shares of Rs. 100/- each. The paid-up share capital of the Respondent Company is Rs. 40,00,000 (Rupees Forty Lakhs).

6. Mr. Dilipkumar Mohanlal Suchak (Respondent 2/ Dilipkumar) is a promoter and director of the Respondent company since its incorporation. Respondent 2 is unilaterally responsible for the management of day-to-day affairs of the company.

7. Mrs. Harsha Dilipkumar Suchak (Respondent 3/ Harsha) is a wife of Respondent 2 and Director of the Respondent company as on 30.09.2009.

8. Mr. Krish Dilipkumar Suchak (Respondent 4/ Krish) is a son of Respondent 2 and Director of the Respondent company as on 29.09.2018.

9. The names of Respondent 2 to 4 are reflected as Directors of Respondent company in the Master Data, which is annexed as Annexure 2 to the Company Petition.

10. Mr. Mustafa Attar (Respondent 5/ CA Mustafa), M/s. Attar & Associates, Chartered Accountants, is Statutory Auditor of Respondent company.

11. Mr. Yogesh Dinanath Dabholkar (Respondent 6/ CS Yogesh) is a Company Secretary of Respondent company, holding Membership no. 6336, CP No. 6752.

Averments made in the Application:

12. The Company Petition 177 of 2021 was filed by the Petitioners on 03.11.2020. Separate I.A. was filed for amendment of Company Petition to substitute Mr. Bharatkumar with his legal heirs & allow Mr. Rakesh to added as Petitioner 4 in CP 177/2021. It is submitted that, Mr. Krish, Respondent 4, filed his Affidavit in Reply in July 2022, 21 months after the date of filing of Company Petition 177/2021.

13. After perusal of Affidavit in Reply dated 18.07.2022, the Applicants (legal heirs of Mr. Bharat) submitted that Affidavit in Reply has been filed by Respondent 1, 2, 3, 4 & 6. However, vakalatnama has been only signed by Respondent 4. In the absence of vakalatnama on behalf of 1, 2, 3 & 6, the reply cannot be construed as a valid Affidavit in Reply.

14. Further Respondent company has neither signed the vakalatnama, nor authorised any personnel to file an Affidavit in Reply on behalf of the Respondent Company and Mr. Dilip, despite being involved with the day- to-day affairs o