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    <title>2016 (9) TMI 716 - CALCUTTA HIGH COURT</title>
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    <description>Removal of founder directors and allotment of shares that reduced majority shareholders to a minority were treated as contrary to the Companies Act, the company&#039;s articles, and legitimate expectation. The actions lacked the required notice and resolutions, while the share allotment was not shown to serve the company&#039;s interests and breached Article 6B. The MOU relied upon to justify those actions lacked substantial evidence of implementation because its stated financial obligations were not fulfilled. The conduct supported allegations of oppression and mismanagement. The board resolution and consequent share allotment were set aside, restoring the petitioners&#039; majority status.</description>
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      <title>2016 (9) TMI 716 - CALCUTTA HIGH COURT</title>
      <link>https://www.taxtmi.com/caselaws?id=332455</link>
      <description>Removal of founder directors and allotment of shares that reduced majority shareholders to a minority were treated as contrary to the Companies Act, the company&#039;s articles, and legitimate expectation. The actions lacked the required notice and resolutions, while the share allotment was not shown to serve the company&#039;s interests and breached Article 6B. The MOU relied upon to justify those actions lacked substantial evidence of implementation because its stated financial obligations were not fulfilled. The conduct supported allegations of oppression and mismanagement. The board resolution and consequent share allotment were set aside, restoring the petitioners&#039; majority status.</description>
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