It also seeks to declare that the removal of R.P. Mittal and Sarla Mittal from directorship in the EOGM is legal and valid.
The Chandigarh-bench of National Company Law Tribunal (NCLT) has admitted a petition filed against Omaxe Ltd over alleged acts of oppression and mismanagement claiming by the company and its management.
The petition filed by Sunil Goel, the former Joint Managing Director of the company levels allegations against Rohtas Goel, the Chairman and Managing Director of Omaxe for indulging in financial fraud, siphoning of funds, insider trading and inflation of turnover of the company.
The petition said that, in June 2017 Omaxe took a loan of Rs 250 crore from Indiabulls Housing Finance Limited as per the minutes of the Executive Committee’s meeting. It said that though Sunil Goel was a part of the Executive Committee, he did not receive any notice of the meeting wherein resolution for borrowing of loan of Rs 250 crores was approved.
“It is also stated that Sunil Goel has been repeatedly appointed as Joint Managing Director of Omaxe Limited till 27.09.2017 on which date he was illegally ousted in the 28th Annual General Meeting of the company where several resolutions, declaring dividend only to non-promoter shareholders and appointment of Seema Prasad as Director of Omaxe Limited, were passed,” it said.
The respondents, including Rohtas Goel illegally restrained the petitioners from participating in the Annual General Meeting by using force and threats, claimed Sunil Goel in his petition.
Further, as per the plea, Rohtas was also involved in exclusion of the petitioners from the affairs of the company to “gain control over the company and all its subsidiaries in order to financially disable the petitioners”.
Rohtas allegedly conducted the affairs of the company in an oppressive manner towards the petitioners and also towards the interest of the company.
“It is stated that owing to such financial mismanagement and fraudulent transactions the financial debts have increased and profits have dipped down. Various letters have been issued on behalf of the petitioners, objecting to the illegal and oppressive acts of respondents, but in vain,” said the petition.
Founded in 1989, the company has its presence in eight states across 27 cities. Rohtas Goel is the Chairman and Managing Director of Omaxe Limited and represents the largest promoter shareholder group of the company. Sunil Goel, younger brother of Rohtas Goel represents the second largest promoter shareholder group having 22 per cent shareholding in the company.
Primarily, the shareholding of the promoter and promoter group is through Guild Builders Private Limited, which holds around 68.45 per cent shares of Omaxe Limited and is a holding company of Omaxe Limited.
In 2017, differences arose between the brothers with regard to functioning of the company, following which Sunil Goel was removed from the company in September 2017, which he claims as an illegal removal.