1. ' The appellant and respondents Nos.2 to 4 are Directors in respondent No,1 Company. The respondents filed a suit bearing No,892 of 2011 against the appellant seeking the following reliefs:- "(1). Declare that the defendant is not fit to act as a director of plaintiff. No,1 as he has breached his fiduciary duties owed to the plaintiff No,1 and direct the removal of the defendant from the position of Director of the plaintiff No,l.
(ii) permanent injunction restraining the defendant from creating disturbance and harassing employees and management of plaintiff No,1 and/or from directly or indirectly contacting the suppliers, customers. Agents, partners. Banks /banks/bakers of plaintiff No,1 and damaging the reputation and business interests of plaintiffs and/or acting as the Director of plaintiff No,1 or participating in any board meeting of plaintiff No, 1.
(iii) for an amount of Rs,200,000,000 being damages suffered by the plaintiffs on account of loss of business, profits and reputation along with interest/ mark up at a. Rate of 13% per annum.
(iv) any other relief which the Hon'ble Court may deem fit in the circumstances of the case may also be granted; and
(v) costs of the suit."
2. ' Along with the suit an application under Order XXXIX, Rules 1 and 2 read with section 151, C.P.C. Was also filed. On 27-6-2011 learned Single Judge had passed ad interim order restraining the appellant from creating disturbance and harassing employees and management of respondent No,1 Company and directly or indirectly contacting the suppliers. Customers, agents, partners, banks/bankers of respondent No,1 and acting as Director of respondent NO.1 as well as restraining him from participating in the Board meeting of respondent No,1 till the next date of hearing. Against such order, the present appeal has been filed.
3. ' On 11-7-2011. While issuing notice to the respondents, it was ordered that no substantial decision will be taken and no decision of the meeting will be implemented.
4. ' Thereafter on 25-10-2011 an order was passed that no board meeting shall be held till the next date of hearing.
5. ' Counsel for the appellant has contended that despite the fact that the respondents were restrained from holding any board meeting a meeting of the Board of Directors was convened wherein the annual accounts have been approved and these accounts are now to be placed for approval of the Board in its annual general meeting scheduled to be held on 30-11-2011. Per learned counsel the accounts have been approved by the Board of Directors in violation of the orders passed by this Court.
6. ' Counsel for the respondents, on the other hand, has argued that this appeal is not maintainable as only against an interim order this appeal has been filed and the appellant could have easily sought recall or modification of the interim order by filing an application under Order XXXIX, Rule 4, C.P.C. And that no intra court appeal could have been filed against an ad interim order. He has relied upon the case-law reported as 2010 YLR 2426, 1998 SCM R 68 and PLD 1992 SC 203. Learned counsel further contended that the remedy to seek recall or modification of the order is available before the same Court whereas challenging the interim order in this manner will result in multiplicity of the proceedings.
7. We are of the view that insofar as the appellant was restrained from acting as Director of the respondent No,1 Company and participating in the Board meeting is in fact the jurisdiction of the Company Judge, whereas for removal of the Director special provision has been provided in terms of section 181 of the Companies Ordinance, 1984. Therefore, interim order to this extent was unwarranted and could not have been passed in the suit. As regards, convening of AGM is concerned, since interim order was passed by this Court we are of the view that in the said meeting the appellant shall be free to participate in his capacity of Director as well as shareholder and to raise objections on the accounts presented in the AGM and in case the appellant is still aggrieved he may seek remedy before appropriate forum. Hence we modify the impugned order.
8. The appellant shall be free to act as Director and shall participate in the Board meetings of the respondent No,1 as and when convened.
9. ' With these observations, appeal stands disposed of.