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    <title>2023 (4) TMI 1142 - NATIONAL COMPANY LAW APPELLATE TRIBUNAL , CHENNAI BENCH</title>
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    <description>Share allotment that diluted a shareholder&#039;s stake from 28% to 8.64% was treated as a continuing act of oppression, so the company petition was not barred by delay and laches. Prior participation in proceedings and acknowledgement of changed shareholding did not establish res judicata or estoppel where the shareholder lacked specific knowledge of the dilution and had reserved liberty to bring a fresh petition. Clause 5 of the Articles of Association required new shares to be offered first to existing shareholders. As no such offer was evidenced before allotment to other respondents, the allotment breached the Articles, was null and void, and required correction of the company&#039;s register of members.</description>
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    <pubDate>Mon, 24 Apr 2023 00:00:00 +0530</pubDate>
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      <link>https://www.taxtmi.com/caselaws?id=437116</link>
      <description>Share allotment that diluted a shareholder&#039;s stake from 28% to 8.64% was treated as a continuing act of oppression, so the company petition was not barred by delay and laches. Prior participation in proceedings and acknowledgement of changed shareholding did not establish res judicata or estoppel where the shareholder lacked specific knowledge of the dilution and had reserved liberty to bring a fresh petition. Clause 5 of the Articles of Association required new shares to be offered first to existing shareholders. As no such offer was evidenced before allotment to other respondents, the allotment breached the Articles, was null and void, and required correction of the company&#039;s register of members.</description>
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