COMP/135/2011 14/49 ORDER accepted by the members of the company. In such situation it would not be for the Court to comment on the decision of the Board, much less to interfere with the said decision. Those are the matters which are within the realm of the management and internal administration of the company and are governed by the collective commercial wisdom with which the Court would rarely interfere i.e. unless it is shown that there is mis- management, malfeasance or fraud on shareholders. In present case, neither the said shareholder has made such allegation nor any data or material is placed before the Court to form even prima facie opinion to such effect and any proceedings before the competent authority do not appear to have been taken out, on such ground. Therefore, at this stage, it would not be justified or permissible for the Court to delve into the said submissions made by the said shareholder. 4.5. The said shareholder has, then, made reference of a company named Adani Power Maharashtra Limited (APML for short) and has raised objection on the ground that the APML project is yet to take off and the proposal for amalgamation is done in haste. He has also raised objection on the ground that APML has not shown any st profits in the financial year ending as on 31 March 2011. The said shareholder has also mentioned that the transferor company is holding about 26% shares of said APML while the petitioner transferee company is holding 74% of APML's shares and upon amalgamation, said Downloaded on : Fri Jan 27 19:33:28 IST 2023