COMPANY LAW
Non-Compete Clause In Shareholder Agreement Binding On Auction Purchaser: NCLAT New Delhi
On 8 April, the New Delhi Bench of the National Company Law Appellate Tribunal (NCLAT) has held that non-compete obligations contained in a shareholder agreement can bind a purchaser of shares even if those obligations are not incorporated into the Articles of Association, particularly where the acquisition takes place through a liquidation auction. The Bench of Judicial Member Justice Yogesh Khanna and Technical Member Ajai Das Mehrotra observed: “If Flovel is allowed to compete with its own...
Promoter Takeover Cannot Be Treated As 'Disinvestment' Under The Companies Act: NCLT Chennai
The Chennai Bench of the National Company Law Tribunal (NCLT) on 2 April, held that a promoter-led acquisition of minority shareholding under Section 230(11) of the Companies Act, 2013 does not constitute “disinvestment”. A Bench comprising Judicial Member Sanjiv Jain and Technical Member Venkataraman Subramaniam dismissed an application filed by the Tamilnadu Industrial Investment Corporation Ltd (TIIC) seeking recall of a scheme of arrangement. The Tribunal observed: “It is observed that...
NCLT Delhi Approves First Motion Petition In Webmob Software Solutions-Kiwi Technologies Amalgamation
On 7 April 2026, the New Delhi Bench of the National Company Law Tribunal (NCLT) approved the first motion application filed jointly by Webmob Software Solutions Pvt. Ltd. and Kiwi Technologies India Pvt. Ltd. under Sections 230 to 232 of the Companies Act, 2013 and sanctioned their Scheme of Amalgamation. A Bench comprising Judicial Member Manni Sankariah Shanmuga Sundaram and Technical Member Atul Chaturvedi observed that no other regulatory authority such as SEBI, CCI, or RBI had...
NCLT Delhi Allows First Motion In Amalgamation Of Info Edge Subsidiaries, Orders Stakeholder Meetings
The Delhi Bench of the National Company Law Tribunal on April 7, 2026 allowed a first motion application filed by the holding company (Info Edge (India) Ltd.) behind platforms such as Naukri.com and Jeevansathi.com and directed meetings of its stakeholders in a proposed amalgamation of four wholly owned subsidiaries into it. The order was passed by a bench of Judicial Member Manni Sankariah Shanmuga Sundaram and Technical Member Atul Chaturvedi. The application was jointly filed by Info...
Removal As Director Did Not Bar Shareholder's Oppression Plea: NCLT Ahemedabad
The National Company Law Tribunal, Ahmedabad bench, held that a shareholder's right to seek relief under Section 241 of the Companies Act, 2013 for oppression and mismanagement was not extinguished by his removal as a director. However, while holding the petition to be maintainable, the tribunal ultimately dismissed a plea filed by Hardeep Singh Gill against Glulam Technologies Pvt. Ltd., finding no case of oppression or mismanagement. The bench of Judicial Member Shammi Khan and Technical...
Civil Courts Cannot Decide Shareholder Disputes Requiring Rectification Of Register: Bombay High Court
On 6 April, the Bombay High Court held that only the NCLT can decide disputes over shareholding or rectification of the register of members, and civil courts have no jurisdiction under Section 430 of the Companies Act, 2013. A Bench of Justice R.I. Chagla heard Notices of Motion in a suit filed by the son and ex-wife of a deceased shareholder of Panache Securities Pvt Ltd, who alleged that individuals claiming to act on behalf of the company fraudulently transferred shares, removed a director,...
Compromise Schemes Are Consensual, Class-Based; No Omnibus Liability Extinguishment: NCLT Hyderabad
The National Company Law Tribunal (NCLT) at Hyderabad has rejected a debt restructuring scheme proposed under Section 230 of the Companies Act during the liquidation of Sarda Agro Oils Ltd, holding that such schemes, in effect, cannot be used to grant a blanket “clean slate” by extinguishing liabilities. A bench of Judicial Member Rajeev Bhardwaj and Technical Member Sanjay Puri clarified that a scheme under Section 230 is inherently consensual and class-based, binding only identified...
Breakdown Of Trust: NCLT Mumbai Orders Buyout In Family Dispute Over Stake In R.K. Paper, Jai Kaushal Industries
The National Company Law Tribunal (NCLT) at Mumbai has ordered a buyout in a family-run company dispute, holding that a breakdown of trust in a quasi-partnership justified an exit instead of winding up. A bench of Judicial Member Sushil Mahadeorao Kochey and Technical Member Prabhat Kumar, in its order dated April 7, observed, “There is a breakdown of trust and confidence amongst Petitioner group on one side and the Surendra Group, Jatindra Group and Sushil Group on the other side,” while...
NCLT Mumbai Dismisses Plea By Former Director R.C. Bawa's Wife, Daughter To Be Removed From IL&FS Proceedings
The National Company Law Tribunal at Mumbai has dismissed a plea filed by Asha Kiran Bawa and Akansha Bawa in the IL&FS proceedings, holding that they continue to be necessary parties in the Union of India's petition alleging oppression and mismanagement and large-scale financial irregularities in the company. R.C. Bawa, a former director of IFIN (IL&FS Financial Services Ltd), is the husband of Asha Kiran Bawa and the father of Akansha Bawa. A bench of Judicial Member Sushil...
Wrong Excel Upload Administrative, Not Substantive Revision Under Section 131 Companies Act: NCLT Delhi
The New Delhi Bench of the National Company Law Tribunal (NCLT) on 11 March, held that the company's error in uploading an incorrect Excel file while filing Form AOC‑4 XBRL was a clerical mistake amounting to an administrative issue, not a substantive revision under Section 131.A Bench comprising Judicial Member Mahendra Khandelwal and Technical Member Anu Jagmohan Singh dismissed a petition by P & R Infraprojects Limited seeking approval to revise its financial statements for FY...
NCLAT Chennai Holds Share Purchase Rights Forfeited By Delay In Exercising First Option
The National Company Law Appellate Tribunal (NCLAT) at Chennai on 26 February dismissed an appeal by PM Johny challenging an NCLT order that permitted respondents to purchase shares at a higher valuation, holding that the appellant forfeited the right by failing to act at the appropriate stage. A Bench comprising Judicial Member Justice Sharad Kumar Sharma and Technical Member Jatindranath Swain observed: “…the Appellant cannot take an advantage at this stage by carving arguments when the...
NCLT Mumbai Directs Stakeholder Meetings In Merger Of Mandawewala Enterprises With AYM Syntex
On 6 April, the National Company Law Tribunal (NCLT) at Mumbai allowed the first motion application to merge Mandawewala Enterprises Ltd into AYM Syntex Limited and directed the convening of stakeholder meetings. A Bench comprising Judicial Member K.R. Saji Kumar and Technical Member Anil Raj Chellan approved the first motion under Sections 230–232 of the Companies Act. The Tribunal directed: “In view of the facts submitted hereinabove, this Bench directs the convening of the meeting of the...












