before the company law board - Company Law Board Mumbai Bench

16
arrangement/settlement. There is no documentary proof to show
that the petitioners have ever objected to the appointment of
Respondents 3,5 & 6 until filing of this petition i.e. May, 2008
almost all more than three & half years for the reasons best known
to them. Whatever may be the position, since I already hold that
the family arrangements will not be considered by the CLB,
therefore the position prior to the family arrangement i.e. 30 th
August, 2004 and 11 th Sept., 2004 to be maintained in respect of
Board of Directors and Shareholding pattern. As I already hold
that the R1 Company is a family business and quasi partnership,
the ratio of 50:50 should be maintained as it was prior to family
arrangements /settlement if it is not implemented with free will and
conscience of the parties. It is also worthwhile to mention that the
50% ratio also to be maintained in respect of Board of Directors to
avoid disparity in the Board wherever the petitioners’ and
respondents’ group maintain 50% each in their companies. The
petitioners are entitled to the notices to the Board and General
Meetings in the capacity as shareholders and directors, in
accordance with law. The Learned Senior Counsel for the
petitioners during the course of arguments orally submitted that the
petitioners are willing to exit the Company on receipt of fair value
determined by the independent valuer, whereas the petitioners at
para 8.4 in the petition prayed that the ratio of 50:50 between the
CP 17/2008
Arsh