Prevention of Oppression & Management

“Resolutions passed by the requisite majority of the members are binding on the company and consequently on its members”. This statement implies which of the rules or principles of the company law:

This principal of ‘Majority Rule’ was laid down in the leading case of ___________.

In the case of Foss vs. Harbottle, two shareholders commenced legal action against the promoters and directors of the company alleging that they had misapplied the company assets and had improperly mortgaged the company property. The Court rejected the two shareholders’ plea. Frm the judgment of this case which of the following rules or principles of the company law derives?

Rule of Majority has the following exceptions:

1. Ultra-vires or illegal acts
2. Transactions requiring special majorities.
3. Personal Rights.
4. The “fraud on the minority”.

The affairs of the company have been or are being conducted in a manner prejudicial to public interest or prejudicial or oppressive to him or any other member or members or prejudicial to the interests of the company. In these cases, application u/s 241 of Companies Act, 2013 may be made by the members to the __________.

Who may apply to the Tribunal for an order under Chapter XVI of Companies Act, 2013, if it is of the opinion that the affairs of the company are being conducted in a manner prejudicial to public interest?

Directors’ bona fide decision not to declare dividend and to accumulate available profits into reserves is not mismanagement. This judicial pronouncement was made in which of the following case:

1. Bona fide decisions consistent with the company’s memorandum and articles are not to be equated with mismanagement even if they turn out to be wrong in the circumstances or these cause  temporary losses.
2. Losses incurred due to mismanagement by the board of directors, can, by itself, be regarded as oppression.

Comment on the above statements in the light of judicial pronouncements made in this regard.

Mere illegal, invalid or irregular transactions entered into in the name of the company do not constitute a ground for invoking the provisions of section 241 unless it is proved that they are oppressive to any shareholder or prejudicial to the interest of the company or to the public interest. This judicial pronouncement was made in which of the following case:

In the case of a company having a share capital, the following members of a company shall have the right to apply u/s 241 of Companies Act, 2013:

In the case of a company not having a share capital, the following members of a company shall have the right to apply u/s 241 of Companies Act, 2013:

__________ may, on an application made to it in this behalf, waive all or any of the requirements specified in clause (a) or (b) so as to enable the members to apply u/s 241 of Companies Act, 2013.

For the purpose of Sec. 244 of Companies Act, 2013, Shareholding and membership is reckoned on the basis of ________.

The majority of the Board of directors override the minority directors. State whether the aggrieved party would succeed in obtaining relief u/s 241 of Companies ct, 2013 on the ground of oppression.

ABC Private Limited is a company in which there are eight shareholders. Can a member holding less than one-tenth of the share capital of the company apply to the Tribunal for relief against oppression and mismanagement? Give your answer according to the provisions of the Companies Act, 2013.

A certified copy of the order of the Tribunal u/s 242 of Companies Act, 2013 shall be filled by the company with the Registrar within ________ of the order of the Tribunal.

U/s 242 of companies Act, 2013, to regulate the conduct of the company’s affairs _________ may, on the application of any party to the proceeding, make any interim order upon such terms and conditions as appears to it to be just and equitable.

Where an order of the Tribunal makes any alternation in the memorandum or articles of a company, then the company shall not have power,  except to the extent, if any, permitted in the order, to make, without the leave of the _________, any alternation whatsoever which is inconsistent with the order, either in the memorandum or in the articles.

A certified copy of every order of the Tribunal u/s 242 of Companies Act, 2013 altering, or giving leave to alter, a company’s memorandum or articles, shall within _______ after the making thereof, be filed by the company with the _______.

If a company does not amend the memorandum or articles, in a manner consistent with orders passed by Tribunal u/s 242 of Companies Act, 2013, the company shall be punishable with fine which shall not be __________.

If a company does not amend the memorandum or articles, in a manner consistent with orders passed by Tribunal, every officer of the company who is in default shall be punishable with _______.

Where an order made u/s 242 terminates, sets aside or modifies an agreement as is referred to in Sec. 242(2), no MD or other director or manager whose agreement is so terminated or set aside shall, for a period of _______ from the date of the order terminating or setting aside the agreement, without the leave of the Tribunal, be appointed, or act, as the MD or other director or manager of the company.

Application u/s 242 of Companies Act, 2013 as to Class action can be filed by

1. Members
2. Depositors
3. Creditors

Choose the correct one:

If the management or the affairs of the company are being conducted in a manner prejudicial to the interests of the company or its members or depositors, an application u/s 242 of Companies act, 2013 can be filed before the ________.

Where the members or depositors seek any damages or compensation or demand any other suitable action from or against an audit firm for any improper or misleading statement of particulars made in his audit report or for any fraudulent, unlawful or wrongful act or conduct u/s 242 of Companies act, the liability shall be of the

In the case of a company not having a share capital, how many members of a company shall have the right to apply u/s 242 of Companies Act, 2013?

Any order passed by the Tribunal u/s 245 of Companies Act, 2013 shall be binding on the ________.

Any company which fails to comply with an orders passed by the Tribunal u/s 245 of Companies Act, 2013 shall be punishable with fine which shall not be __________.

Every officer of the company which fails to comply with an order passed by the Tribunal u/s 245 of Companies Act, 2013 shall be punishable

The provision relating to Class Action u/s 245 of Companies Act, 2013 shall not apply to ______.