COMPANY LAW

NCLT Chandigarh Allows Merger Of Two Singapore Companies With Evonith Metallics
The Chandigarh Bench of the National Company Law tribunal (NCLT) has allowed the first-motion application filed by Evonith Metallics Limited for a scheme to merge two Singapore-based entities, Wardha Steel Holdings Pte. Ltd. and Esturik Investments Pte. Ltd., with the steel manufacturer.The order was passed by the bench of Judicial Member Khetrabasi Biswal and Technical Member Shishir Agarwal.Evonith Metallics Limited, formerly Uttam Galva Metallics Limited, is engaged in steel manufacturing...

NCLT Sanctions Meghmani Group Amalgamation, Clarifies Approval Does Not Waive Statutory Liabilities
On 8 October, the Ahmedabad Bench of the National Company Law Tribunal (NCLT) sanctioned the scheme of amalgamation of Kilburn Chemicals Limited and Meghmani Crop Nutrition Limited with Meghmani Organics Limited, holding that the scheme does not exempt the companies from statutory liabilities or regulatory compliances. A Bench comprising Judicial Member Shammi Khan and Technical Member Sanjeev Sharma heard the joint petition filed by the three companies and sanctioned the scheme under Sections...

NCLT Sanctions Futech Internet-Amalgamation With Anka India, Preserves Income Tax Department's Powers
The Chandigarh Bench of the National Company Law Tribunal (NCLT) on 30 September sanctioned the scheme of amalgamation of Futech Internet Private Limited with Anka India Limited under Sections 230–232 of the Companies Act, 2013. A Bench comprising Judicial Member Khetrabasi Biswal and Technical Member Shishir Agarwal sanctioned the scheme after considering the reports and observations of the statutory authorities. The Board of Directors of both companies approved the scheme on 3 September...

Karnataka High Court Closes Morgan Securities' Contempt Plea Against BPL Over Alleged Property Encumbrance
The Karnataka High Court has closed a contempt petition filed by Morgan Securities and Credits Private Limited against BPL Limited and its directors over the alleged violation of a 2020 order restraining the company from alienating or encumbering its properties.A Division Bench of Justice Jayant Banerji and Justice Tara Vitasta Ganju found that Morgan Securities had failed to produce documentary evidence of a breach. The court observed that the petitioner had not established that any of BPL's...

NCLT Approves Merger Of Two Adani Electricity Mumbai Subsidiaries Into It
The National Company Law Tribunal's (NCLT) Ahmedabad bench has sanctioned the merger of Adani Electricity Mumbai Limited's wholly owned subsidiaries, Pointleap Projects Private Limited and Superheights Infraspace Private Limited, with the power distribution company, with effect from April 1, 2025.The order was passed by the bench of Judicial Member Chitra Hankare and Technical Member Dr V. G. VenkatachalapathyThe petitioners had sought approval for the amalgamation after securing approval from...

NCLT Ahmedabad Directs Ganesh Housing To Convene Shareholders' Meeting For Merger With Gatil Properties
The National Company Law Tribunal (NCLT), Ahmedabad, on 7 October directed Ganesh Housing Limited to convene a meeting of its equity shareholders to consider the proposed amalgamation of its wholly owned subsidiary, Gatil Properties Private Limited, with the company. A Bench of Judicial Member Shammi Khan and Technical Member Sanjeev Sharma dispensed with meetings of the secured and unsecured creditors of both companies, observing that the scheme would neither reduce nor extinguish their...

Company Can Enter CIRP Despite Winding-Up Order If No Irreversible Steps Taken: NCLT Delhi
The National Company Law Tribunal (NCLT), at Delhi has ruled that a company facing winding-up proceedings can still be admitted to the corporate insolvency resolution process (CIRP) under the Insolvency and Bankruptcy Code (IBC), provided the winding-up has not reached an irreversible stage.A bench of President Justice Anupinder Singh Grewal and Technical Member Ravindra Chaturvedi examined whether the company could be given an opportunity to revive despite an existing winding-up order. The...

NCLT Chennai Allows Winding Up Of Struck-Off Company To Realise Assets, Settle Liabilities
The National Company Law Tribunal (NCLT), Chennai, has ruled that a company struck off from the Register of Companies can still be wound up to realise its assets and settle outstanding liabilities.The tribunal observed that "to ensure that the marketable securities are realized and the liabilities of the Company are settled, it is just and equitable that the Company be wound up under the enactment of the Companies Act 2013 and Rules made thereunder."A coram comprising Judicial Member Sanjiv Jain...

Power To Modify Scheme Can Be Used If Unworkable, Not As 'Lever' To Alter Scheme: NCLT Mumbai In NSEL Case
The National Company Law Tribunal (NCLT) at Mumbai has held that its power to modify a sanctioned scheme under Section 231 of the Companies Act, 2013 can be used where the scheme is unworkable. It cannot be used to extend the scheme's benefits to a defaulter when there is no allegation that the scheme is not being properly implemented.“In our considered view, this provision can be used to seek modification where the scheme seems to be unworkable and not where there was no allegation that the...

NCLT Mumbai Sanctions Demerger Of Guardian's GNC Business To Bella Vita Owner Idam Natural Wellness
The National Company Law Tribunal (NCLT), Mumbai has sanctioned a composite scheme of arrangement providing for the demerger of Guardian Healthcare Services Private Limited's Nutritional Products Division, including its GNC business, into Idam Natural Wellness Private Limited, owner of the 'Bella Vita' brand. The scheme also provides for reduction of Guardian Nutrition & Healthcare Private Limited's share capital by cancelling shares held by shareholders other than Idam.A coram of Judicial...

NCLT Delhi Sanctions Yamaha Motor India Restructuring Scheme
The Principal Bench of the National Company Law Tribunal (NCLT), New Delhi has sanctioned a composite scheme involving Yamaha Motor India Private Limited, Yamaha Motor India Sales Private Limited and India Yamaha Motor Private Limited.The scheme provides for the demerger of the management advisory and consulting business, referred to as the “Planning division”, of Yamaha Motor India into India Yamaha Motor. It also provides for the amalgamation of Yamaha Motor India Sales with India Yamaha...

NCLT Ahmedabad Orders Bosch Home Comfort To Restore Shareholder's Name, Finds No Sufficient Cause
The Ahmedabad Bench of the National Company Law Tribunal (NCLT) on 28 September directed Bosch Home Comfort India Limited to restore Anoopama Shah's name in its Register of Members in respect of 250 shares after finding that her name had been omitted without sufficient cause. A Bench of Judicial Member Shammi Khan and Technical Member Sanjeev Sharma allowed Shah's appeal against the company and others. The Tribunal observed: “In view of the aforesaid observations and findings, we are of the...
