Companies Act | NCLT Mumbai Dismisses Oppression-Mismanagement Petition For Being In The Nature Of Family Property Dispute

The National Company Law Tribunal (“NCLT”), Mumbai Bench, comprising of Justice Shri V.G. Bisht (Judicial Member) and Shri Prabhat Kumar (Technical Member), has dismissed a petition filed under Section 241-242 of the Companies Act, 2013, citing that the petition is in the nature of a family dispute for share in the properties owned by the Company. Section 241 of the Companies Act, 2013 empowers any member of a company to file an application before NCLT seeking its intervention, when...

Mergers & Acquisitions In India

In the competitive business world today, companies are always looking for ways to minimize costs and increase revenue. In this process, many times companies are amalgamated, merged, demerged, or converted into LLP or partnership firms for economies of scale, to increase in market share and to improve their business, and generally to plan their affairs. On the other hand, acquisitions provide a means of market expansion, diversification, synergy, and technology enhancement among other...

Reversal Of Input Tax Credit In Schedule-I Transactions (Without Consideration): Interplay Between Section 16(2) And Rule 37

Often transactions such as stock transfers, supply of corporate guarantee services, supply of technical and administrative services etc., between related parties (under GST) are carried out without any consideration. Since such supplies fall under the purview of Schedule-I of the CGST Act, the supplier is responsible to pay the applicable taxes to the Government. On the recipients' end, in terms of Section 16 of the CGST Act, the eligibility to avail the Input Tax Credit (“ITC”) would be subject...

Reversal Of Input Tax Credit In Schedule-I Transactions (Without Consideration): Interplay Between Section 16(2) And Rule 37

Often transactions such as stock transfers, supply of corporate guarantee services, supply of technical and administrative services etc., between related parties (under GST) are carried out without any consideration. Since such supplies fall under the purview of Schedule-I of the CGST Act, the supplier is responsible to pay the applicable taxes to the Government. On the recipients' end, in terms of Section 16 of the CGST Act, the eligibility to avail the Input Tax Credit (“ITC”) would be subject...

No Restriction On 'Serious Fraud Investigation' Against Company Owned By CM Pinarayi Vijayan's Daughter: Centre To Kerala High Court

The Central government has informed the Kerala High Court that there is no restriction on investigation by the Serious Fraud Investigation Office into Exalogic Solutions, an IT company owned by CM Pinarayi Vijayan's daughter, which is allegedly involved in CMRL bribery case.The company is alleged to have received kickbacks from Cochin Minerals and Rutile Ltd., without having rendered any service. A probe against it is already initiated under Section 210(1)(c) of the Companies Act,...

Companies Act | Under Sec. 59, Registered Society Can't Seek Rectification Of Share Register Of Company's Members: NCLT Hyderabad

The National Company Law Tribunal (“NCLT”), Hyderabad Bench, comprising of Dr. N. Venkata Ramakrishna Badarinath (Judicial Member) and Shri Charan Singh (Technical Member), has held that a company petition filed by a Society registered under Andhra Pradesh Societies Registration Act, 2001, for rectification of share register of the members of a Company under Section 59 of the Companies Act, 2013, is not maintainable. The Bench held that the Society is not a 'person' for the purpose of...

Companies Act | Under Sec. 59, Registered Society Can't Seek Rectification Of Share Register Of Company's Members: NCLT Hyderabad

The National Company Law Tribunal (“NCLT”), Hyderabad Bench, comprising of Dr. N. Venkata Ramakrishna Badarinath (Judicial Member) and Shri Charan Singh (Technical Member), has held that a company petition filed by a Society registered under Andhra Pradesh Societies Registration Act, 2001, for rectification of share register of the members of a Company under Section 59 of the Companies Act, 2013, is not maintainable. The Bench held that the Society is not a 'person' for the purpose of...

Banks/NBFCs Not Obliged To Initiate Restructuring Process Before Classifying MSME Account As NPA Sans Application From MSME: Bombay High Court

The Bombay High Court recently held that banks and non-banking financial companies (NBFCs) are not obligated to initiate restructuring process before classifying accounts of Micro, Small, and Medium Enterprises as Non-Performing Assets (NPA) in the absence of any application from the MSMEs seeking restructuring.A division bench of Justice BP Collabawalla and Justice MM Sathaye held that notification dated May 29, 2015, under Section 9 of the Micro, Small and Medium Enterprises Development Act,...

SFIO Not Barred From Investigating IPC Offences, Conducting 'Further Probe': Delhi High Court

The Delhi High Court has observed that the Serious Fraud Investigation Office (SFIO) is not barred from investigating offences under the Indian Penal Code, 1860, or conducting further investigation in accordance with law after the Investigation Report has been submitted.“From a conjoint and harmonious reading of the relevant provisions of the CrPC and the present Act, as quoted hereinabove, it cannot be said that the SFIO is barred from investigating an offence under the IPC. SFIO is not barred...

SFIO Not Barred From Investigating IPC Offences, Conducting 'Further Probe': Delhi High Court

The Delhi High Court has observed that the Serious Fraud Investigation Office (SFIO) is not barred from investigating offences under the Indian Penal Code, 1860, or conducting further investigation in accordance with law after the Investigation Report has been submitted.“From a conjoint and harmonious reading of the relevant provisions of the CrPC and the present Act, as quoted hereinabove, it cannot be said that the SFIO is barred from investigating an offence under the IPC. SFIO is not barred...

Non-Obstante Clause In S. 109A(3) Of Companies Act 1956 Doesn't Exclude Legal Heir From Claiming Securities Against Nominee: Supreme Court

The Supreme Court has held that the non-obstante clause in both Section 109A(3) of the Companies Act, 1956 & Bye-law 9.11.7 of the Depositories Act, 1996, does not exclude the legal heirs from their rightful claim over the securities, against the nominee.The sole purpose of the non-obstante clause is to allow the company to vest shares upon the nominee to the exclusion of any other person, for the purpose of discharge of its liability against diverse claims by the legal heirs of the deceased...

Nomination Process Under Companies Act Does Not Override Succession Laws: Supreme Court

The Supreme Court has held that the nomination process under the Companies Act, 1956 (pari materia Companies Act, 2013) does not override succession laws. It is beyond the scope of the company's affairs to facilitate succession planning of the shareholder. In case of a Will, it is upon the administrator or executor under the Indian Succession Act, 1925, or in case of intestate succession, the laws of succession to determine the line of succession.The Bench has upheld the High Court order,...