COMPANY LAW
NCLAT Refuses To Interfere With NSEL Spot Exchange Settlement, Says NCLT Did Not Exceed Jurisdiction
The National Company Law Appellate Tribunal (NCLAT) at Delhi has recently refused to interfere with an order of the Mumbai bench approving a ₹1,950-crore one-time settlement for traders affected by the 2013 National Spot Exchange Ltd default, holding that the National Company Law Tribunal did not exceed its jurisdiction while sanctioning the scheme. A bench of Judicial Member Justice Yogesh Khanna and Technical Member Ajai Das Mehrotra observed that a plain reading of the impugned order...
Promoter Fund Infusion To Satisfy Bank's Terms Not a 'Deposit' Under Companies Act: NCLT Mumbai
The National Company Law Tribunal at Mumbai (NCLT) has held that unsecured money brought into a company by its promoters to meet a bank's lending condition does not qualify as a deposit under the Companies Act, and that repayment proceedings under the deposit provisions cannot be maintained.A bench of Judicial Member Mohan Prasad Tiwari and Technical Member Charanjeet Singh Gulati passed the order on January 21. The tribunal said, “Once the transaction is covered by the statutory exclusion, the...
Directors Can't Bypass CEO To Call Board Meeting In Producer Company: NCLT Kochi
The National Company Law Tribunal (NCLT) at Kochi has set aside a notice convening a board meeting of Harithamrutham Farmers Producer Company Limited, holding that the notice violated mandatory provisions of the Companies Act applicable to producer companies. A coram of Judicial Member Vinay Goel held that once a Chief Executive Officer is appointed, the power to issue notice of board meetings rests only with the CEO. The tribunal said producer companies are governed by a special statutory...
NCLT Mumbai Dismisses Workmen's Belated Wage Claims Against IL&FS, Cites Moratorium
The National Company Law Tribunal (NCLT) at Mumbai has dismissed an application filed by S.A. Azad, the authorised representative of 31 workmen, seeking admission of wage claims against Infrastructure Leasing and Financial Services Ltd. (IL&FS). The tribunal dismissed the application on the grounds that the claims were barred by the 2018 moratorium and filed beyond the extended timelines, while also noting that the workmen were not directly employees of IL&FS. Rejecting the plea, the...
NCLT Ahmedabad Clears Cross-Border Merger of GNRL Oil & Gas Bahamas Unit With Indian Parent
The National Company Law Tribunal (NCLT) at Ahmedabad has cleared a cross-border merger that will see a Bahamas-based oil and gas company merged into its Indian parent. A coram of Judicial Member Chitra Hankare and Technical Member V G Venkata Chalapathy said the scheme was “bona fide and in the interest of the shareholders and creditors” and approved it under the Companies Act. The merger involves GNRL Oil & Gas Ltd., incorporated in the Bahamas, and GNRL Oil & Gas (I) Private...
ROC Ahmedabad Fines SMR Jewels ₹54,500 For 445-Day Delay In Filing Private Placement Resolution
The Registrar of Companies at Ahmedabad has recently imposed a fine of Rs 54,500 on SMR Jewels Limited for a 445-day delay in filing a special resolution related to a private placement of equity shares. This, according to the registrar, was in violation of the Companies Act, 2013. In an order dated January 8, the registrar recorded that the company had passed the special resolution on May 18, 2024, but filed it only on September 5, 2025, way beyond the mandatory 30-day deadline. The...
Mere Preparation Of Balance Sheets Does Not Prove Business Activity: NCLT Mumbai Upholds Radiant Inn Strike-Off
The National Company Law Tribunal (NCLT) at Mumbai has held that the mere preparation of balance sheets and audited financial statements does not establish that a company was carrying on business or was in operation. Holding so, it upheld the Registrar of Companies' action in striking off the name of Radiant Inn Pvt Ltd from the register of companies. A bench of Judicial Member Mohan Prasad Tiwari and Technical Member Charanjeet Singh Gulati, in an order dated January 6, observed, “Therefore,...
NCLT Allahabad Allows India Glycols To Proceed With Bio Pharma, Spirits Demerger
The National Company Law Tribunal (NCLT) at Allahabad has recently allowed India Glycols Limited, a listed green chemicals and bio-based products company, to move ahead with the proposed demerger that will split its biopharma business and its spirits and biofuel business into separate companies. The tribunal allowed its first motion application, dispensing with meetings of secured creditors and the resulting companies' shareholdersA bench of Judicial Member Praveen Gupta and Technical...
Directors Not Criminally Liable For Company's Contractual Breach Without Proof Of Fraud: Delhi High Court
The Delhi High Court has said that a company's inability to pay its dues because of financial distress is a civil issue, not a criminal offense. A director cannot be prosecuted for cheating unless there is clear proof of personal fraud or personal gain. Justice Neena Bansal Krishna quashed cheating charges against a former managing director of Creative Wares Limited, a manufacturing company that later ran into financial trouble and was declared a sick industrial company by the BIFR. The court...
Delta Corp Moves NCLT Mumbai For Demerger Of Its Gaming And Hospitality Businesses
Delta Corp, a listed gaming and hospitality company popularly known for its casinos under the Deltin brand. has approached the National Company Law Tribunal, Mumbai, seeking approval to demerge its businesses into two separate entities, one focused on the gaming business and the other on hospitality and real estate.The proposal forms part of a revised composite scheme of arrangement approved by the company's board of directors at its meeting held on December 6, 2024. Pursuant to the board...
Failure To File Annual Returns Prejudicial To Shareholders: NCLT Mumbai Orders Winding Up of Realty Company
The National Company Law Tribunal (NCLT) at Mumbai has observed that non-filing of annual returns and financial statements is, by itself, prejudicial to the interests of company members, as it exposes the company to the consequence of being struck off from the register of companies.A coram of Judicial Member Sushil Mahadeorao Kochey and Technical Member Prabhat Kumar made the observation while deciding a petition alleging oppression and mismanagement in the affairs of Sunshine Realtors Private...
Only Final SFIO Report, Not Interim Report, Can Trigger Prosecution Under Companies Act: Calcutta High Court
The Calcutta High Court has clarified that the central government cannot initiate prosecution under the Companies Act on the basis of an interim report submitted by the Serious Fraud Investigation Office and must wait for the final investigation report after completion of the probe. Justice Krishna Rao made the observation while allowing a writ petition filed by Sunil Kumar Agarwal and quashing a Look Out Circular issued against him during the pendency of an SFIO investigation, noting that...