Sections 241 and 242 of the Companies Act, 2013 in India are playing a very key role in addressing corporate governance concerns by providing a legal support against “oppression” and “mismanagement” within companies. Sections are protective mechanisms, granting legal recourse to stakeholders and shareholders against acts harmful to their interests or that of the company. The concept of Indoor management and constructive notice are associated with these issues are discussed in this paper. Sections 241 and 242 uphold the fundamental questions of fairness, transparency, and accountability, thereby contributing to increase the corporate governance benchmark in India. These provisions are discussed in association with corporate governance, fostering transparency, accountability, and fairness in the management comprising of majority and minority stakeholders. The aggrieved party can approach the NCLT or high judiciary in order to get the justice, which is discussed in this paper through landmark judgments, thereby reinforcing confidence in India’s corporate sector.
