NCLT Chennai Approves Lancor Group Amalgamation, Rejects Objections On Alleged Diversion Of Funds

The Chennai Bench of the National Company Law Tribunal (NCLT) on 27 April held that objections relating to alleged diversion of funds, an ante-dated appointed date, and shareholding structure cannot defeat an otherwise compliant scheme of amalgamation under Section 232 of the Companies Act, 2013, where no prejudice to stakeholders is demonstrated. The Bench comprising Judicial Member Sanjiv Jain and Technical Member Venkataraman Subramaniam approved the amalgamation of Lancor Maintenance and...

Litigants Cannot Blame Previous Counsel For Own Inaction: NCLT Kochi Refuses To Recall Ex Parte Order

The National Company Law Tribunal (NCLT) at Kochi has refused to recall an ex parte order passed against individuals accused of oppression and mismanagement in Green Hearts Private Limited, finding that they failed to diligently contest the proceedings despite repeated opportunities. “The litigant is under a bounden duty to remain vigilant and diligent in pursuing his/their cause and the proceedings arising therefrom,” Judicial Member Vinay Goel observed. "The Applicant has sought to shift the...

High Courts Cannot Bypass Statutory Remedy Through Writ Jurisdiction: NCLAT Chennai

The Chennai Bench of the National Company Law Appellate Tribunal (NCLAT) on 30 April held that High Courts should not ordinarily exercise writ jurisdiction under Article 226 when a statutory appellate remedy exists under the Companies Act framework. A Bench of Judicial Member Justice Sharad Kumar Sharma and Technical Member Jatindranath Swain also held that litigants cannot seek exclusion of time under Section 14 of the Limitation Act, 1963 when they approach the wrong forum without acting in...

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 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%...

Offences Under IBC Triable By Special Court Where Registered Office Is Located: Madhya Pradesh High Court

The Madhya Pradesh High Court on 9 April held that offences under the Insolvency and Bankruptcy Code, 2016 (IBC) must be tried by the Special Court having jurisdiction over the place where the company's registered office is situated, and not on the basis of the residence of directors or the place of alleged non-compliance. A Single-Judge Bench of Justice Rajesh Kumar Gupta directed the Insolvency and Bankruptcy Board of India to file its complaint against Vinay Bhadauria before the...

Death Of Shareholder Led To AGM Default, NCLT Mumbai Compounds Offence, Cuts Fine To ₹1.16 Lakh

Holding that the default occurred on account of the death of a shareholder, the National Company Law Tribunal (NCLT), Mumbai, has compounded the offence arising from the delay in holding the Annual General Meeting of Dighi Agencies Private Limited for FY 2016–17. A coram of Judicial Member Lakshmi Gurung and Technical Member Hariharan Neelakanta Iyer imposed a total compounding fee of Rs. 1.16 lakh, as against the maximum fine computed by the Registrar of Companies at over Rs. 1.63 crore.The...

Transfer Of Unclaimed Shares To IEPF Does Not Extinguish Ownership: NCLT Jaipur

The National Company Law Tribunal (NCLT) at Jaipur has recently held that the transfer of unclaimed shares and dividends to the Investor Education and Protection Fund (IEPF) does not extinguish ownership and directed Shree Cement Ltd. to issue duplicate share certificates to Sumati Projects Limited. “The transfer to IEPF does not extinguish the underlying ownership of the Petitioner; it only transfers the unclaimed shares and dividends to the Fund. The Company is still duty-bound to issue...

NCLT Chennai Approves Roots Multi Clean Capital Reduction, Says Valuation Approval Is Majority's Wisdom

The National Company Law Tribunal (NCLT) at Chennai has recently declined to interfere with a share capital reduction scheme of an industrial cleaning equipment manufacturer, holding that valuation of shares falls within the commercial wisdom of the majority of shareholders and warrants no interference absent compelling reasons. A bench of Judicial Member Jyoti Kumar Tripathi and Technical Member Ravichandran Ramasamy observed,“. …the approval of the valuation is ultimately a matter of the...

NCLT Allahabad Clears First Motion In Salasar–Hill View Merger

The Allahabad Bench of the National Company Law Tribunal (NCLT) has allowed a first motion application in the proposed amalgamation of Hill View Infrabuild Limited with Salasar Techno Engineering Limited, directing that stakeholder meetings be held for the transferee company while dispensing with such meetings for the transferor company. The order was passed on April 6, 2026 by a bench comprising Judicial Member Praveen Gupta and Technical Member Ashish Verma, on a joint plea moved by the two...