Oppression and mismanagement petitions may survive threshold challenge, and later events can be added by amendment when relevant.

A company petition alleging oppression and mismanagement under sections 397 and 398 cannot be rejected in limine unless it is plain and obvious that no arguable case is disclosed. Where the pleadings and surrounding events raise substantial questions, the matter should proceed to trial. The Court also accepted that amendments bringing later events on record are permissible when they assist in the proper adjudication of the dispute and do not prejudice the respondents. Authorities cited against amendment were distinguished as dealing with sufficiency of material at the demurrer stage, not with incorporation of subsequent events.

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Issues: Whether the company petition was liable to be rejected in limine for want of cause of action, and whether subsequent events could be brought on record by amendment in proceedings under sections 397 and 398 of the Companies Act, 1956.

Analysis: The Court held that a petition under sections 397 and 398 cannot be rejected at the threshold unless it is plain and obvious that no arguable case is made out. The allegations of oppression and the surrounding events raised substantial questions requiring trial. The Court further held that amendments incorporating later events are permissible where they assist in the proper determination of the dispute and do not prejudice the respondents. The earlier authorities relied upon by the respondents were distinguished on the ground that they dealt with the sufficiency of material at the stage of demurrer and not with amendment to bring subsequent events on record.

Conclusion: The petition was not demurrable and the preliminary objection seeking dismissal for want of cause of action was rejected.

Ratio Decidendi: A company petition alleging oppression and mismanagement cannot be struck out at the threshold if the pleadings disclose an arguable case, and subsequent events may be introduced by amendment where they are relevant to the adjudication of the dispute.

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