A group of shareholders of ABC Developers Limited consisting of 24 members decided to file a petition before the Tribunal for relief against oppression and mismanagement by the Board of Directors. The company has a total

Section 244 of the Companies Act, 2013 provides the right to apply to the Tribunal for relief against oppression and mismanagement. This right is available only when the petitioners hold the prescribed limit of shares as indicated below: (i) In the case of company having a share capital, not less than 100 members of the Company or not less than one tenth of the total number of its members whichever is less or any member or members holding not less than one tenth of the issued share capital of the company, provided that the applicant(s) have paid all calls and other dues on the shares. (ii) In the case of company not having share capital, not less than one-fifth of the total number of its members. Since the group of shareholders do not number to 100 or hold 1/10th of the issued share capital or constitute 1/10th of the total number of members, they have no right to approach the Tribunal for relief. However, pursuant to Section 244 of the Act, the Tribunal may, on an application made to it waive all or any of the requirements specified in (i) or (ii) so as to enable the members to apply under section 241. As regards obtaining relief from Tribunal, continuous losses cannot, by itself, be regarded as oppression ( Ashok Betelnut Co. P. Ltd. vs. M.K. Chandrakanth ). Similarly, failure to declare dividends or payment of low dividends also does not amount to oppression. ( Thomas Veddon V.J. (v) Kuttanad Robber Co. Ltd ). Thus, the shareholders may not succeed in getting any relief from Tribunal.