ICSI CORPORATE LAW MOOT COURT PROBLEM 2008
IN THE HIGH COURT OF DELHI
C.P.No: 36 of 2007
Paolo Luscini & Co. (PL) …… Petitioners
V
RELIVE CO. LTD …… Respondent
1. RELIVE CO.LTD was incorporated in the year 1971 in the State of Maharashtra with the object of carrying on the business of media and telecommunications. The paid-up share capital of the company was 130 million comprising of 13 million shares of Rs. 10 each. The Company initially made a foray into radio and later into the television segment in India. In the 1990s, there was an unprecedented growth in television viewership, which led RELIVE CO.LTD to invest heavily in its TV division. 2. With the focus shifting to television, the radio business was largely neglected and contributed a very insignificant share to total revenues. At times, the Board of directors even considered discontinuing the radio business. However, the proposal was always thwarted by a few senior members of the management popularly known as the Phalke group, being headed by the one of the promoters, Natesh Phalke. This group did not subscribe to the new-age philosophy of television and internet but believed that radio, as a form of communication, still had the widest possible reach in the country and therefore, the business had to be nurtured and revived. 3. At that time, one of the biggest problems faced by the industry in general, and RELIVE CO. LTD in particular, was the rate of attrition amongst employees. The difficulty in retaining employees was more pronounced in the radio business and this led the Phalke group to moot the proposal of engaging Human Resource Consultants to address the problem of attrition in the company. When the matter was brought up in the Board Meeting held in October 2000, the directors responsible for managing the TV business opposed the suggestion contending that it would involve heavy investment with no commensurate