Interrogatories in Oppression and Mismanagement Cases: No Fishing Expedition, But Essential Tool for Justice

1. Case Snapshot

• Case Name: Atul Batra & Ors. vs Bhp Engineers Private Limited & Ors.

• Citation: 2026:DHC:5181

• High Court: High Court of Delhi

• Bench: Hon'ble Mr. Justice Anish Dayal

• Date of Judgment: July 1, 2026

• Area of Law: Company Law – Oppression and Mismanagement, Interrogatories, Discovery, Procedural Law

2. Judgment in Brief

The Delhi High Court allowed an appeal against the Company Law Board's order rejecting an application for interrogatories filed by minority shareholders in a petition alleging oppression and mismanagement under Sections 397/398 of the Companies Act, 1956. The CLB had dismissed the interrogatories on grounds of delay and that they amounted to a "fishing and roving enquiry." The High Court reversed this decision, holding that the interrogatories were directly relevant to the allegations in the petition, did not constitute a fishing expedition, and the delay was justified due to ongoing settlement negotiations. The Court clarified that provisions of the Code of Civil Procedure, 1908 regarding interrogatories (Order XI) are applicable to company law proceedings through Section 10E of the Companies Act and Rule 6 of the Companies (Court) Rules, 1959. The respondents were directed to answer the interrogatories within 8 weeks.

3. Relevant Facts

• The Company: M/s. BHP Engineers Pvt. Ltd. was incorporated in 1982 by three promoters and underwent name changes before assuming its final name in 1989.

• The Dispute: Appellants are minority shareholders who filed a petition alleging oppression and mismanagement against the respondent no.2 (Managing Director) and others. The allegations included siphoning of funds, diversion of business to newly incorporated entities (respondent nos.4 and 5), sale of assets without proper valuation, and lack of transparency in management decisions.

• Inspection of Records: Appellants conducted inspection of company records on September 3, 2009. However, several relevant documents were not made available, including:
  Records of companies in which directors were interested from before March 2009
  Register of contracts with interested companies from previous years
  Complete details of the Managing Director's appointment resolution

• Interrogatories Application: In 2013, appellants filed CA No.120/2013 seeking leave to serve interrogatories on respondents. The application was not pressed initially due to ongoing settlement efforts. When pressed again in March 2015, it was dismissed by the CLB.

• CLB's Reasoning for Dismissal: The CLB held that:
  Interrogatories cannot be used for fishing and roving enquiry
  Petition must stand on its own legs
  Application filed after 6 years of inspection indicated lack of bona fides
  Interrogatories sought unidentified information without any assertion being made

• Appeal: The appellants appealed to the High Court against the CLB order dated March 17, 2015. Respondents were proceeded ex parte as they failed to appear.

4. Issues for Determination

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