NCLT Delhi Allows First Motion In Jakson Limited's Demerger Into Jakson Powergen, Orders Creditor Meetings

The Delhi bench of the National Company Law Tribunal (NCLT) has recently allowed the first motion application filed by Jakson Limited and Jakson Powergen Limited for a proposed demerger.

Under the scheme, Jakson Limited is the demerged company, and Jakson Powergen Limited is the resulting company. The bench directed Jakson Limited to convene meetings of its secured and unsecured creditors

The bench comprising Judicial Member Jyotsna Sharma and Technical Member Anu Jagmohan Singh dispensed with equity shareholder meetings after noting that all shareholders had filed consent affidavits representing 100% voting share.

Jakson Limited, incorporated on July 13, 1997, is a public company with three businesses. These include manufacturing silent diesel and gas generating sets and EPC work; trading and maintenance services involving engine parts, hospitality, housing and real estate; and investments in properties, shares and other securities of group companies, besides granting loans and advances to group companies.

Jakson Powergen Limited is the resulting company. The company was incorporated on December 6, 2013.

The boards approved the scheme on May 18 and June 2, 2026, respectively. The appointed date is April 1, 2026.

Jakson Limited has eight equity shareholders, all of whom filed consent affidavits. Jakson Powergen has seven equity shareholders, who also gave consent.

Jakson Limited has 10 secured creditors and 4,282 unsecured creditors. None provided consent affidavits, leading the company to propose meetings of both categories. Jakson Powergen has no secured or unsecured creditors, so no meetings were required.

The applicants submitted that the scheme's accounting treatment conforms to Section 133 of the Companies Act. Statutory auditor certificates were annexed.

They further submitted that no inspection, inquiry, or investigation proceedings were pending against Jakson Limited under the Companies Act, 2013 or the erstwhile company law or any other law. They also stated that no corporate insolvency resolution process was pending against the applicant companies under the Insolvency and Bankruptcy Code, 2016.

The bench observed that meetings of Jakson Limited's secured and unsecured creditors were necessary because none had consented to the scheme. Jakson Powergen had zero secured and unsecured creditors.

The bench appointed Chartered Accountant Arun Jain as Chairperson for the creditor meetings and Advocate Arora Vishwas Kumar as Scrutinizer. It directed Jakson Limited to send notices at least one month before the meetings and publish them at least 30 days in advance.

The petition was allowed on these terms and disposed of.