Derivative interim relief requires a real, proximate case for intervention; speculative challenge to demerger voting was rejected.

A shareholder seeking derivative interim relief must establish a proximate, legally cognisable case for court intervention, not a speculative grievance based on projected shareholder voting or an indirect attempt to secure relief beyond the primary plaint. Here, the petitioner's negligible shareholding, the remoteness of the alleged harm, and the mismatch between the suit and the later demerger proposal meant no sufficient prima facie case was made out. The Court also treated the application as tainted by forum shopping and lack of clean hands. Interim relief was therefore refused and the interlocutory application was dismissed without costs.

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Issues: Whether the petitioner had made out a sufficient prima facie case for interlocutory relief in support of a claimed derivative action challenging the proposed demerger and related shareholder voting.

Analysis: The petitioner's shareholding was only 0.06% in the relevant company, so any participation in the impugned vote would have carried little or no practical weight. The request for injunction was founded on an apprehension as to how shareholders might vote and on a projected adverse impact on the company, but the alleged cause was too remote to justify derivative relief. The scope of the suit also did not align with the reliefs sought in the interlocutory application, which related to a later demerger proposal not forming part of the primary plaint. The Court further found that the application had the appearance of forum shopping after earlier proceedings had failed, and that the petitioner had not approached the Court with clean hands.

Conclusion: The petitioner failed to establish a sufficient prima facie case for interim relief, and the interlocutory application was not maintainable on the facts presented.

Final Conclusion: The challenge to the proposed demerger did not justify interim interference, and the application was dismissed without costs.

Ratio Decidendi: A shareholder seeking derivative interim relief must show a sufficiently proximate case of oppression or mismanagement and a real entitlement to the court's intervention, not merely a speculative grievance or an attempt to obtain indirectly what could not be secured in law directly.

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