COMPANY LAW

NCLT Chennai Sanctions Amalgamation Of Accel Media Ventures With Accel Limited
The Chennai Bench of the National Company Law Tribunal (NCLT) has sanctioned a Scheme of Amalgamation between Accel Media Ventures Limited and Accel Limited under Sections 230–232 of the Companies Act, 2013. A Bench comprising Judicial Member Jyoti Kumar Tripathi and Technical Member Ravichandran Ramasamy passed the order allowing the second motion petition, noting that the arrangement is not prima facie detrimental to the interests of members and meets statutory requirements for approval. It...

Company Auditor's General Observation Not Adverse Remark, Can't Trigger Criminal Liability: Bombay High Court
The Bombay High Court at Goa on Monday quashed criminal proceedings initiated against the directors of a company under the Companies Act, 1956, holding that the auditor's remark was merely a general observation or recommendation and did not constitute a “reservation, qualification, or adverse remark” so as to attract penal liability. A bench of Justice Ashish S. Chavan was dealing with a writ petition filed by the directors of Timblo Private Limited challenging the order of the Judicial...

NCLT Delhi Clears First Stage Of Digispice Merger With Subsidiaries, Orders Equity Shareholder Meet
The National Company Law Tribunal (NCLT) in New Delhi has issued directions at the first-motion stage in a scheme to merge three Digispice group entities into Digispice Technologies Ltd. It found that the required consent thresholds had been met, allowing it to dispense with most meetings of shareholders and creditors. A separate meeting of the transferee company's equity shareholders, however, will still need to be held.The order came on April 22, 2026, from a bench of Acting President Bachu...

NCLT Ahmedabad Orders Shareholder & Creditor Meetings For Meghmani Group Amalgamation
The Ahmedabad Bench of the National Company Law Tribunal (NCLT) on 20 April issued directions on an application filed by Kilburn Chemicals Ltd., Meghmani Crop Nutrition Ltd., and Meghmani Organics Ltd. under Sections 230–232 of the Companies Act, 2013 seeking approval of a scheme of amalgamation. The Bench comprising Judicial Member Shammi Khan and Technical Member Sanjeev Sharma passed the order dealing with dispensation of shareholder meetings and convening of creditor meetings based on...

NCLT Kochi Dismisses ₹2.5 Crore Preference Shares Redemption Plea Against Jatayupara Tourism
The National Company Law Tribunal (NCLT) at Kochi has refused a Rs. 2.5 crore payout sought by an investor in the Jatayupara Tourism project, holding that preference shares cannot be redeemed outside the limits prescribed under the Companies Act. Under Section 55 of the Companies Act, preference shares can be redeemed only out of a company's profits or from proceeds of a fresh issue of shares. A coram of Judicial Member Vinay Goel was considering an application filed by Haridas Krishnan Kutty...

NCLT Kochi Allows First Motion In ESAF Financial Holdings Scheme To Meet RBI Shareholding Limits
The National Company Law Tribunal (NCLT), Kochi, on Friday allowed a first motion application filed by ESAF Financial Holdings Pvt Ltd in relation to its proposed scheme of arrangement involving selective reduction of share capital and restructuring of its investment in ESAF Small Finance Bank. The scheme is aimed at complying with RBI directions requiring its shareholder, Dia Vikas Capital Pvt Ltd, a foreign-owned and controlled entity, to reduce its shareholding below 5% in the bank and 20%...

NCLT Mumbai Approves Sashwat Energy Merger with Shapoorji Pallonji & Co
The National Company Law Tribunal's (NCLT) Mumbai bench has sanctioned a scheme of amalgamation under which Sashwat Energy Private Limited will merge with and into Shapoorji Pallonji and Company Private Limited, holding that the arrangement is “fair and reasonable” and not contrary to public policy. A bench of Judicial Member Nilesh Sharma and Technical Member Charanjeet Singh Gulati observed.“From the material on record, the Scheme appears to be fair and reasonable and is not in violation of...

Supreme Court Issues Notice In Ideal Jawa Liquidator's Plea Against Classic Legends Over Yezdi Trademark
The Supreme Court on Friday issued notice in a plea by the liquidator of Ideal Jawa (India) Ltd. challenging a Karnataka High Court ruling that allowed Classic Legends Pvt. Ltd. and its founder Boman R. Irani to use the 'Yezdi' trademark after holding that the company no longer retained rights over it.The high court had found that the trademark had lapsed and that goodwill could not survive once the underlying business had ceased operations.A bench of Chief Justice Surya Kant and Justices...

NCLT Ahmedabad Allows First Motion in Amalgamation Of Adani Group Subsidiaries, Dispenses With Statutory Meetings
The Ahmedabad Bench of the National Company Law Tribunal (NCLT) on 20 April has allowed a first motion in a scheme of amalgamation among wholly owned subsidiaries of Adani Energy Solutions Ltd. and dispensed with statutory meetings after recording unanimous consents of shareholders and creditors under Sections 230–232 of the Companies Act, 2013. A Bench of Judicial Member Shammi Khan and Technical Member Sanjeev Sharma allowed the company application filed by Gopalaya Build Estate Pvt. Ltd.,...

NCLT Allahabad Sanctions Amalgamation Of Advanced Rail Controls With Concord Control Systems
The Allahabad Bench of the National Company Law Tribunal (NCLT) on 15 April 2026 sanctioned a scheme of amalgamation under Sections 230–232 of the Companies Act, 2013, approving the merger of Advanced Rail Controls Private Limited (transferor company) with Concord Control Systems Limited (transferee company), with effect from the appointed date of 1 April 2025. A Bench comprising Judicial Member Praveen Gupta and Technical Member Ashish Verma allowed the petition and brought the scheme into...

Stamp Duty On Amalgamation Cannot Be Based on Goodwill, Share Premium Account Entries: Bombay High Court
The Bombay High Court has held that while an amalgamation order is chargeable to stamp duty as a “conveyance”, stamp authorities cannot levy duty on such an order by treating accounting entries such as goodwill, share premium, or profit and loss figures as consideration in the absence of any real issuance of shares or payment of money. Holding that amounts reflected in accounts can be considered for stamp duty only if they are clearly linked to actual issuance of shares or real payment of...

Calcutta HC Refuses To Stay Single Judge Order In Chrestien Mica Liquidation Case Over Fraud Allegations
The Calcutta High Court has refused to stay a single judge's order that stepped in to undo alleged fraudulent dealings in the decades-old liquidation of Chrestien Mica Industries Ltd., holding that the High Court exercising company jurisdiction retains authority once winding-up proceedings reach an “irreversible stage." A division bench of Justice Sabyasachi Bhattacharyya and Justice Supratim Bhattacharya said the transfer of such cases to the National Company Law Tribunal (NCLT) is permissible...
