COMPANY LAW
No 'Deemed Liability' For Company Directors Under Negotiable Instruments Act: Calcutta High Court
The Calcutta High Court has recently held that there is no deemed liability for a director merely by virtue of his designation, emphasising that specific factual averments in a complaint linking a director to the day-to-day management of the company are a jurisdictional prerequisite under Section 141 of the Negotiable Instruments Act. The court said that silence in a complaint regarding a director's role constitutes a substantive failure to establish a prima facie case. Justice Uday Kumar,...
NCLT Kochi Allows First Motion In Scheme To Merge 51 Malabar Group Companies Into Malabar Gold
The National Company Law Tribunal (NCLT) Kochi on Wednesday allowed the first-motion application in a composite scheme of amalgamation involving the merger of 51 Malabar Group companies into Malabar Gold and Diamonds Limited. The order was passed by Judicial Member Vinay Goel on a joint application filed under Sections 230-232 of the Companies Act seeking directions regarding meetings of shareholders and creditors for approval of the proposed scheme. The tribunal dispensed with meetings in 10...
NCLT Delhi Clears First Motion For Amalgamation Between Equinox India Infraestate And Spero Properties
The Delhi Bench of the National Company Law Tribunal (NCLT) on Wednesday allowed a first-motion application relating to a proposed amalgamation of Equinox India Infraestate Limited with Spero Properties and Services Private Limited. A coram of Judicial Member Jyotsna Sharma and Technical Member Anu Jagmohan Singh, after noting that the equity shareholders, secured creditors, and unsecured creditors of the transferee company had given their written consent, dispensed with the requirement of...
NCLT Mumbai Allows First Motion For Merger Of Tata Group Firm Rujuvalika Investment Into Tata Steel
The National Company Law Tribunal at Mumbai on Wednesday allowed a first-motion application for the proposed merger of Rujuvalika Investment Ltd, a Tata group company, into Tata Steel Ltd. A coram of Judicial Member Ashish Kalia and Technical Member Sanjiv Dutt passed directions for regulatory compliances and issuance of notices to statutory authorities while dealing with the first-motion plea. The scheme, jointly filed by the companies on May 27, 2025 under Sections 230 to 232 of the...
NCLT Mumbai Upholds SFIO's Authority To Act On Behalf Of Union Of India In IL&FS Case, Rejects Locus Challenge
The National Company Law Tribunal (NCLT) at Mumbai has upheld the locus standi of the Serious Fraud Investigation Office (SFIO) to file an application on behalf of the Union of India in proceedings arising out of the IL&FS matter, rejecting objections that the agency lacked authority to institute such proceedings. A coram of Judicial Member Sushil Mahadeorao Kochey and Technical Member Prabhat Kumar held that the application filed through SFIO was maintainable and could not be rejected on...
Bombay High Court Allows Raj Kundra's Company To Challenge UK Anti-Suit Injunction In Rajasthan Royals Dispute
The Bombay High Court on Monday granted leave under Clause XII of the Letters Patent to Kuki Investments Limited, a company owned by Raj Kundra, to institute a suit challenging an anti-suit injunction passed by the High Court of England and Wales in a dispute relating to the affairs of IPL franchise Rajasthan Royals. Allowing the petition seeking permission to file the suit against Emerging Media Ventures Ltd. and others, Justice Abhay Ahuja observed that the court was satisfied that grounds...
NCLT Kolkata Sanctions Merger Of Group Companies Sresta Natural Bioproducts, Wimco Into ITC
The National Company Law Tribunal (NCLT) at Kolkata has sanctioned a scheme of amalgamation under which Sresta Natural Bioproducts Pvt Ltd, which operates in organic packaged foods, and Wimco Ltd, an inactive group company, are being merged into their parent ITC LimitedA coram of Judicial Member Labh Singh Technical Member Rekha Kantilal Shah passed the order. The scheme was approved by the respective boards of the companies on August 1, 2025. ITC, the transferee company, had earlier acquired...
Corporate Laws (Amendment) Bill 2026: Govt Proposes Decriminalising Minor Comapanies Act Defaults, CSR Changes
The Corporate Laws (Amendment) Bill, 2026, was introduced in the Lok Sabha on Monday, proposing changes to the Companies Act, 2013, and the Limited Liability Partnership Act, 2008, that would remove criminal liability for several procedural violations, revise penalty provisions, and give wider statutory powers to regulators. One of the central proposals in the bill is to move a number of compliance-related offenses out of the criminal framework. At present, certain technical defaults can lead...
Share Capital Increase Without Notice To Family Shareholders Amounted To Oppression In Daruka Papers Case: NCLAT
The National Company Law Appellate Tribunal (NCLAT) at Delhi has held that increasing the authorised share capital and issuing rights shares without notice to continuing shareholders in a closely-held family company amounted to oppression, after finding that the company proceeded on the assumption that certain shareholders had resigned even though the validity of their resignation itself was disputed. Disposing of the appeal in a dispute concerning J.B. Daruka Papers Ltd, a bench of Judicial...
NCLT Mumbai Allows BASF India's First Motion In Demerger Scheme, Dispenses With Meetings Of Shareholders, Creditors
The National Company Law Tribunal (NCLT) at Mumbai on Friday allowed a plea filed by BASF India Ltd and BASF Agricultural Solutions India Ltd seeking directions in relation to a proposed demerger of the agricultural solutions business. A coram of Judicial Member Sushil Mahadeorao Kochey and Technical Member Prabhat Kumar was dealing with an application under Sections 230 to 232 of the Companies Act seeking dispensation of meetings of shareholders and creditors. The scheme was approved by the...
Calcutta High Court Holds Issue Of Appointing Woman Director Triable In Case Against Rashmi Metaliks
Today, the Calcutta High Court refused to quash criminal proceedings against Rashmi Metaliks Ltd and its directors for alleged non-compliance with the mandatory requirement under Section 149 of the Companies Act to appoint at least one woman director. A Single-Judge Bench of Justice Ajay Kumar Gupta was hearing a criminal revision petition under Section 482 CrPC challenging proceedings pending before the Chief Judicial Magistrate, Alipore, including an order dated 19 September 2015. He...
NCLT Chennai Allows First-Motion Application In Veranda Learning Amalgamation-Demerger Scheme
The Chennai Bench of the National Company Law Tribunal on 18 March allowed the first motion application for a composite scheme of amalgamation and demerger involving Veranda Learning Solutions Ltd, J.K. Shah Commerce Education Ltd, and Veranda XL Learning Solutions Pvt Ltd. A Bench comprising Judicial Member Sanjiv Jain and Technical Member Venkataraman Subramaniam considered a batch of applications filed under Sections 230–232 of the Companies Act, 2013, relating to the composite scheme. It...











