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64. What is more, there has been no whisper of any family arrangement anywhere at any time by any one of the parties to the arrangement for over 14 years. For the first time, this has been referred to only in the lawyer's notice dated November 24, 1975. Even in exhibit P-3, dated March 21, 1975, the petitioner only speaks about "the settlement arrived at as far back as 1962" in accordance with which he and his sister resigned from each company; but none of the terms set out in the plaint were then put forward by the plaintiffs. Admittedly, the family arrangement now pleaded was not there in 1962. If there was such a family arrangement which, according to the plaintiffs, should bar Rajeswari Ramakrishnan and Prabhu from becoming directors, the first plaintiff should have stated so immediately on his receiving the notice about the nomination of those two individuals as directors of V. Ramakrishna Sons. He did not do so. In his letter, exhibit P-3, he only says that there was no need to expand the board. He also admitted in his evidence that no reference was made to the family arrangement in exhibit P-3. There was also no reference to the right of pre-emption in that letter and no mention about exclusive rights of management. The statement of the first plaintiff in exhibit P-3 that he will have no objection to Rajeswari Ramakrishnan becoming a director if a special resolution is passed allowing proportional voting rights to the members of the company totally negatives the existence of a family arrangement. Further, the first plaintiff's proxy attended the annual general meeting held on April 22, 1975. The proxy voted at the election held on that day but did not register any protest that the first and second defendants were not eligible to contest for directorship on account of any family arrangement or agreement. There was also no protest even from Durgamba who attended the meeting but abstained from voting. Exhibit P-8 is a letter dated September 2, 1975, written by the first plaintiff to the company complaining of omission of material and relevant facts in the minutes relating to the annual general meeting held on July 22, 1975. Though he complained that his proxy was not permitted to take part in the discussion, he had not stated as to what he wanted to represent. What is more, this is the first letter after the meeting relating to the conduct of the meeting and one would have expected him to protest that the election of the first and second defendants as directors was against the family arrangement, if it was true. The omission to refer to the alleged family arrangement cannot be brushed aside as insignificant either. These facts also clearly support the case of the defendants that the theory or family arrangement was first conceived by the first plaintiff in consultation with his lawyers at Delhi after he heard arguments in the Supreme Court in Jhunjhunwalla's case [1976] 46 Comp Cas 91, with a view to obtain full control of the sixth defendant company to the exclusion of his brother and sister, having failed to secure a consensus on a resolution to recognise proportional voting which he brought before the general meeting on April 22, 1975, and was first trotted out on November 29, 1975, and given final shape in the lawyer's letter dated December 12, 1975, written under instructions of the first plaintiff. The first plaintiff was suspicious that his sister may try to dislodge him, and, therefore, she has to be immobilised and a family arrangement has to be devised for that purpose.