Date and Time:
July 27, 2020 5:00 PM - 6:30 PM
Session 2 – The Battle From the Boardroom To The Courtroom (Part1)
· Introduction & brief overview of Session 1
· Meaning of oppression and mismanagement and difference between the two – basics of oppressive acts and mismanagement.
· Do directors owe any fiduciary duty to shareholders?
· Understanding the need to protect minority interests and brief overview of legislative framework:
- Section 241 of the Companies Act, 2013
- Section 242 of the Companies Act, 2013
- Section 244 of the Companies Act, 2013
- Section 245 of the Companies Act, 2013
- Section 246 of the Companies Act, 2013
· Actions which have generally been considered oppressive:
- Does rising of capital or issuance of shares amount to O&M?
- Whether an intentional delay in dispatching notices is oppressive?
- Does breach of contractual obligations amount to O&M?
- Will disputes relating to inheritance or title of shares be covered under an O&M action?
· Who can bring a claim for oppression and mismanagement?
· Who is the claim filed against?
· Grounds for bringing a claim for oppression and mismanagement
Forum for O&M Actions
- What reliefs can be granted by the NCLT?
- Inherent powers of the Courts
· Arbitrability of O&M
- Rakesh Malhotra v. Rajinder Malhotra
- Haryana Telecom Ltd. v. Sterlite Industries
- Surendra Kumar Dhawan v. R. Vir & Ors.
- O.P Gupta v. Shiv General Finance (P) Ltd. and Ors.
- Sumitomo Corporation vs CDC Financial Services (Mauritius Ltd.) and Ors
Protecting the company from oppression and mismanagement claims
· Understanding the company’s role as necessary party.
General tips on actions the company may take to prevent oppression and mismanagement claims
· Ankoosh Mehta
Cyril Amarchand Mangaldas
Sorry, Event Expired