Oppression and mismanagement petitions may rely on connected later events and retain maintainability despite shareholding changes.

A validly instituted oppression and mismanagement petition may be supported by later events where they are intrinsically connected to the original grievance and materially affect relief; such developments are not treated as a fresh cause of action. A petition filed before the Companies (Amendment) Act, 1988 was preserved by the saving provision, so pending jurisdiction was not displaced. Later death of parties, reduction in shareholding, and disputes over directors or share transfers did not defeat maintainability, and interim protection was justified to preserve company assets and restrain interference pending final adjudication.

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Issues: (i) whether events arising during the pendency of a petition under sections 397 and 398 of the Companies Act, 1956 could be relied upon and whether the High Court retained jurisdiction over a petition instituted before the Companies (Amendment) Act, 1988; (ii) whether the petitioners' right to pursue the proceedings and seek interim protection was affected by the death of parties, alleged reduction in shareholding, and disputes regarding appointment of directors and transfer or issuance of shares.

Issue (i): whether events arising during the pendency of a petition under sections 397 and 398 of the Companies Act, 1956 could be relied upon and whether the High Court retained jurisdiction over a petition instituted before the Companies (Amendment) Act, 1988

Analysis: A petition alleging oppression and mismanagement, once validly instituted, may be supported by subsequent events if those events are intrinsically connected with the original cause of action and bear materially on the relief to be granted. Such later developments are not to be treated as a fresh cause of action merely because they arose after institution. The petition was filed before the Companies (Amendment) Act, 1988 came into force, and section 68 of that amendment preserved pending proceedings so that the High Court could continue to deal with them.

Conclusion: The subsequent events were properly taken into account, and the High Court's jurisdiction to entertain and continue the petition was not displaced.

Issue (ii): whether the petitioners' right to pursue the proceedings and seek interim protection was affected by the death of parties, alleged reduction in shareholding, and disputes regarding appointment of directors and transfer or issuance of shares

Analysis: The validity of the original oppression and mismanagement petition was not destroyed by later changes in personnel or shareholding. A validly presented petition retains its representative character, and later reduction in shareholding does not by itself render the proceeding incompetent. In the circumstances of the company having no active business and only rental income, interim protection was justified to preserve the assets and prevent further acts complained of. The disputed appointments and transfers were therefore addressed through protective interim directions rather than by finally adjudicating all underlying share-title controversies.

Conclusion: The petitioners were entitled to continue the proceeding and obtain interim protective relief, including restraint on the respondents from acting as directors and dealing with the company assets.

Final Conclusion: The applications were disposed of by continuing the receiver arrangement, restraining the respondents from interfering with the company's assets and directorship, and maintaining protective control over the property pending final adjudication of the company petition.

Ratio Decidendi: In a pending oppression and mismanagement proceeding, the court may rely on subsequent events that are connected to the original grievance and may grant protective interim relief to preserve the company's assets, while the petition's maintainability is not defeated merely by later changes in shareholding or party status.

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