COMPANY LAW
NCLT Chennai Approves Merger Of Helios Strategic Systems With Listed Indo-National
The Chennai National Company Law Tribunal (NCLT) on 10 March, approved a Scheme of Amalgamation between Helios Strategic Systems Limited and Indo-National Limited. A Bench of Judicial Member Jyoti Kumar Tripathi and Technical Member Ravichandran Ramasamy allowed the joint petition filed under Sections 230 to 232 of the Companies Act, 2013, holding that: “the scheme as contemplated by the Petitioner companies seems to be prima facie not, in any way detrimental to the interest of the...
NCLT Chennai Approves Merger Of Four Group Companies With India Cements Ltd
The National Company Law Tribunal (NCLT), Chennai Bench, has sanctioned a Scheme of Amalgamation involving four companies of the India Cements group with The India Cements Limited. A coram comprising Judicial Member Sanjiv Jain and Technical Member Venkataraman Subramaniam allowed a joint company petition filed under Sections 230 to 232 of the Companies Act, 2013, seeking approval of the scheme of amalgamation. The scheme provides for the amalgamation of ICL Financial Services Limited, ICL...
Condonation Of Delay In Filing Returns For Company Not Available To Directors: Kerala High Court
The Kerala High Court on Thursday held that condonation of delay in filing annual returns does not wipe out the statutory disqualification incurred by directors for failure to file returns for consecutive financial years. The court observed that the benefit of condonation available to the company cannot be extended to its directors. The court held that the office-bearers of the Aruvipuram Sree Narayana Dharma Paripalana Yogam, including V.K. Natesan, Dr. M.N. Soman, Thushar Vellappally and...
NCLT Kolkata Approves Merger Of Five Group Companies With BirlaNu Limited
The National Company Law Tribunal at Kolkata has sanctioned a scheme of amalgamation under which five companies, Crestia Polytech Pvt Ltd, Aditya Poly Industries Pvt Ltd, Aditya Polytechnic Pvt Ltd, Prabhu Sainath Polymers Pvt Ltd and Topline Industries Pvt Ltd, will merge into BirlaNu Limited. The bench of Judicial Member Bidisha Banerjee and Technical Member Siddharth Mishra approved the scheme, observing, “The Scheme is just, fair and reasonable and is not contrary to any provisions of law...
Calcutta High Court Sets Aside Order Restraining IIBI From Redemption Of ₹221.08 Crore Preference Shares At 20% Value
The Calcutta High Court on March 12 allowed an appeal filed by Industrial Investment Bank of India Limited (IIBI). The court set aside a single judge's order that had confirmed an interim direction requiring the bank to set apart properties worth Rs 2 crore in a dispute relating to a resolution adopted in its 13th Annual General Meeting regarding redemption of preference shares. While allowing IIBI's appeal, the Division Bench of Justices Debangsu Basak and Md. Shabbar Rashidi observed: ...
NCLT Hyderabad Approves Merger Of Six Group Companies Into Triumphant Institute Of Management Education (TIME)
The National Company Law Tribunal (NCLT) at Hyderabad has approved a composite scheme of amalgamation and arrangement under which six group companies will merge into Triumphant Institute of Management Education Pvt Ltd (TIME). The order was passed by a bench comprising Judicial Member Rajeev Bhardwaj and Technical Member Sanjay Puri while allowing a joint company petition filed by the companies. The scheme had earlier been approved by the boards of the petitioner companies on July 7, 2025. ...
NCLT Cuttack Approves Merger Of Godawari Energy Into Parent Godawari Power And Ispat
The National Company Law Tribunal (NCLT) at Cuttack has allowed the merger of Godawari Energy Limited with its parent company, Godawari Power and Ispat Limited, under the Companies Act. A bench of Acting President Deep Chandra Joshi and Technical Member Banwari Lal Meena sanctioned the scheme of amalgamation, observing, “Based on the above facts, and submissions made by the Ld. Counsel and after considering the entire facts and circumstances of the aforesaid company Petition and on perusal of...
Special Resolution Under Companies Act Needed Only For Sale Of Undertakings, Not Individual Assets: NCLAT
The National Company Law Appellate Tribunal (NCLAT) at Delhi on Monday held that shareholder approval through a special resolution under Section 180(1)(a) of the Companies Act, 2013, is required only when a company sells an "undertaking." The provision does not apply when a company disposes of an individual asset. Section 180 of the Companies Act restricts certain powers of a company's board of directors. It requires prior approval of shareholders through a special resolution when a company...
NCLT Kochi Allows First Motion Plea In Kalyan Silks Demerger, Orders Unsecured Creditors' Meeting
The National Company Law Tribunal (NCLT) at Kochi on Monday allowed a first motion joint company application filed in connection with a proposed scheme of arrangement in the nature of a demerger between Thrissur-based textile retailer Kalyan Silks' group companies, Kalyan Silks Trichur Private Limited and Kalyan Silks Private Limited. The Tribunal also directed that a meeting of unsecured creditors of the demerged company be convened to consider the scheme. Judicial Member Vinay Goel passed the...
Companies Act Does Not Mandate Valuation Report For Share Capital Reduction: Supreme Court
The Supreme Court on Tuesday dismissed appeals filed by minority shareholders challenging a reduction of share capital undertaken by Bharti Telecom Ltd, holding that the Companies Act does not require a valuation report from a registered valuer for such a process.A bench of Justices Sanjay Kumar and K. Vinod Chandran said that reduction of share capital under Section 66 can be effected through a “special resolution” passed by shareholders and confirmation by the National Company Law...
NCLT Mumbai Clears Scheme To Merge Asian Paints (Polymers) With Parent Asian Paints Ltd
The National Company Law Tribunal (NCLT) at Mumbai on Tuesday approved a scheme of amalgamation under which Asian Paints (Polymers) Private Limited will merge into Asian Paints Limited, with the transferor company being dissolved without winding up.The order was passed by a coram of Judicial Member Sushil Mahadeorao Kochey and Technical Member Prabhat Kumar. Allowing the merger scheme under the Companies Act, the tribunal observed that the arrangement appeared “fair and reasonable and is not...
Supreme Court Refuses To Interfere With Bharti Telecom Scheme To Cancel 2.84 Crore Shares Held By Minority Shareholders
The Supreme Court on Tuesday declined to interfere with a scheme by Bharti Telecom Ltd., the promoter holding company of Bharti Airtel, to cancel 2.84 crore shares held by minority shareholders through a reduction of share capital.Dismissing appeals filed by minority shareholders, a bench of Justices Sanjay Kumar and K. Vinod Chandran refused to interfere with an April 3, 2025 judgment of the National Company Law Appellate Tribunal (NCLAT), which had upheld the approval of the scheme by the...