Centre's Order To Change Similar Company Name Can't Be Invalid Because It Was Triggered By Complaint: Delhi High Court

The Delhi High Court has upheld an order directing a DNA testing company to change its name, holding that the Central Government's power to rectify similar company names under the Companies Act is not rendered invalid merely because its opinion was triggered by an application from another company. "The order being passed under Section 16(1)(a) of the Act, even though triggered by an application, cannot be considered to be invalid or without jurisdiction, for the simple reason that it was...

NCLT Allahabad Sanctions India Glycols' Demerger Of Biopharma, Spirits & Biofuel Businesses

The Allahabad bench of the National Company Law Tribunal (NCLT) has recently sanctioned the scheme of arrangement proposed by India Glycols Limited, involving the demerger of its Biopharma and Spirits & Biofuel undertakings into Ennature Bio Pharma Limited and IGL Spirits Limited, respectively.The bench of Judicial Member Praveen Gupta and Technical Member Ashish Verma passed the order and observed:“The Scheme of Arrangement appears to be in conformity with the provisions of Sections 230 to...

NCLT Ahmedabad Allows Electrotherm To Reissue Preference Shares Due To Lack Of Redemption Profits

The Ahmedabad Bench of the National Company Law Tribunal (NCLT) on 21 July allowed Electrotherm (India) Limited to issue fresh redeemable preference shares in place of existing unredeemed preference shares, holding that accounting profits alone do not permit redemption unless such profits are legally available for declaration of dividend. A Bench comprising Judicial Member Shammi Khan and Technical Member Sanjeev Sharma passed the order while allowing the petition filed by Shailesh Bhandari,...

Manipulation Of Statutory Records, Bogus Book Entries To Usurp 100% Shareholding Amount to Oppression: NCLAT

The National Company Law Appellate Tribunal (NCLAT) in Delhi has recently held that manipulating statutory records to usurp shareholding and stripping a company's assets through bogus book entries amount to continuing acts of oppression and mismanagement under the Companies Act, 2013.A bench of Judicial Member Justice Yogesh Khanna and Technical Member Ajai Das Mehrotra observed that such acts "strike at the root of the corporate structure and ownership" of the company. Dismissing an appeal...

NCLT Ahmedabad Orders RoC Inquiry Into Veer Fabricators' Share Transfer Dispute

The Ahmedabad bench of the National Company Law Tribunal (NCLT) has declined to order rectification of the register of members of Veer Fabricators Private Limited at this stage. It noted that no transfer documents, records of consideration, board approvals, or other material had been placed on record to establish the authenticity of the disputed share transfers. Instead, it directed the Registrar of Companies (RoC) to conduct an inquiry into whether the transfers were effected in compliance with...

Income Tax Department Can Restore Struck-Off Company As 'Creditor' For Tax Assessment: NCLT Kochi

The National Company Law Tribunal (NCLT) at Kochi on 23 July held that the Income Tax Department qualifies as a “creditor” under Section 252(3) of the Companies Act, 2013, and can seek restoration of a struck-off company's name even when its claim is contingent or prospective. Section 252(3) allows the Tribunal to restore the name of a company removed from the Register of Companies if an application is made by, among others, a creditor and the Tribunal finds that restoration is necessary and...

NCLT Cuttack Holds Exclusion Of Minority Shareholders Is Oppression, Restores Sparsh Hospital Directors

The Cuttack National Company Law Tribunal (NCLT) on 13 July held that the management of Sparsh Multispeciality Hospital Pvt. Ltd. oppressed minority shareholders by excluding them from the company's affairs and restored their directorships on the board. A Bench comprising Judicial Member Cheekati Radha Krishna and Technical Member Banwari Lal Meena allowed a petition filed under Sections 241 and 242 of the Companies Act, 2013 (provisions that provide relief against oppression and mismanagement...

NCLT Orders Stakeholder Meetings For Kinder Women's Hospital–Kindorama Healthcare Merger

The National Company Law Tribunal (NCLT) at Kochi on Wednesday directed the convening of meetings of the equity shareholders of Kinder Women's Hospital and Fertility Centre Private Limited. It also ordered meetings of the secured and unsecured creditors of both Kinder Women's Hospital and Kindorama Healthcare Private Limited in connection with their proposed merger. A coram of Judicial Member Vinay Goel and Technical Member Ravichandran Ramasamy was considering a first motion application...

NCLT Ahmedabad Holds Removal Of Nominee Director Without Vested Rights Not Oppressive Conduct

The Ahmedabad bench of the National Company Law Tribunal (NCLT) has recently held that the removal of a nominee director from the board, without any vested rights in the company, did not amount to oppressive or prejudicial conduct. The tribunal dismissed connected petitions filed by the director against Security Ops India Pvt. Ltd.A bench of Judicial Member Shammi Khan and Technical Member Sanjeev Sharma held that the applicant was merely a nominee shareholder appointed by the company's holding...

NCLAT Delhi Dismisses Finolex Share Dispute Appeals, Says Subsequent Events Pleadable By Amendment

The New Delhi National Company Law Appellate Tribunal (NCLAT) on 21 July upheld an order permitting amendments to a long pending company petition in the Finolex group share transfer dispute, holding that subsequent developments arising during the pendency of proceedings can be brought on record while leaving the question of limitation open for determination at the final hearing. A Bench comprising Officiating Chairperson Justice Yogesh Khanna and Technical Member Barun Mitra dismissed the...

NCLT Chandigarh Sanctions Banday Ideal Products-Banday Impex Merger

The Chandigarh National Company Law Tribunal (NCLT) has sanctioned a Composite Scheme of Arrangement providing for the merger of Banday Ideal Products Limited with Banday Impex Private Limited. Under the scheme, the transferor company will continue as a brand or division of the transferee company. The appointed date of the scheme is April 1, 2023.The order was passed by Judicial Member Khetrabasi Biswal and Technical Member Kaushalendra Kumar Singh The companies jointly sought approval of...

NCLT Chandigarh Orders Winding Up Of Punjab State Biotech Corporation After Biotech Park Failed

The Chandigarh bench of the National Company Law Tribunal (NCLT) has ordered the winding up of Punjab State Biotech Corporation after finding that it had not carried on any business for many years.The bench of Judicial Member Khetrabasi Biswal and Technical Member Kaushalendra Kumar Singh passed the order on July 8.Punjab State Biotech Corporation was incorporated on January 12, 2011, as a not-for-profit company. It was set up to develop a Biotechnology Park at Knowledge City, Mohali, in...