Auditor Liable For Misuse Of Digital Signature By His Own Employee Under Implied Authority: NCLT Mumbai

The National Company Law Tribunal at Mumbai has clarified that a statutory auditor cannot avoid liability for fraudulent filings by claiming misuse of his digital signature certificate (DSC) by his own employee.It held that under settled principles of agency, a principal is bound by the acts of his agent carried out within the scope of implied authority.A coram of Judicial Member Sushil Mahadeorao Kochey and Technical Member Prabhat Kumar made the observation while dismissing an application by...

NCLT Mumbai Sanctions Merger Of Bayer Zydus Into Bayer Pharmaceuticals

The National Company Law Tribunal (NCLT) at Mumbai has approved the merger of Bayer Zydus Pharma Pvt Ltd into Bayer Pharmaceuticals Pvt Ltd, as part of a group-level corporate restructuring exercise.A coram of Judicial Member Lakshmi Gurung and Technical Member Hariharan Neelakanta Iyer in an order on January 9, observed that the companies complied with the applicable laws and the scheme was not prejudicial to the interest of its members or public interest.Bayer Zydus Pharma was incorporated on...

Special Court Cannot Hear Private Complaints In Companies Act Fraud Cases; Only SFIO Can File: Supreme Court

The Supreme Court on Friday held that a special court cannot entertain a private complaint in cases involving fraud under the Companies Act. It ruled that where an offence attracts punishment under the fraud provision, cognisance can be taken only on a complaint filed by the Serious Fraud Investigation Office or an authorised officer of the Central government. A Division Bench of Justice J K Maheshwari and Justice K Vinod Chandran held that offences under Section 448 of the Companies Act, which...

NCLT Orders Cadila Healthcare To Restore Shares Fraudulently Dematerialised From Two Senior Citizens

The National Company Law Tribunal (NCLT) at Ahmedabad has directed Cadila Healthcare Limited, now known as Zydus Lifesciences, to restore the shareholdings of two senior citizens after finding that their shares were fraudulently dematerialised without their consent. The tribunal also ordered the company to pay Rs 2 lakh to each of the two shareholders as costs. The order was passed by a coram of Judicial Member Shammi Khan and Technical Member Sanjeev Sharma on pleas filed by Satya Saxena and...

NCLT Mumbai Approves Demerger Of Vedanta's Merchant Power Business Into Talwandi Sabo Power

The Mumbai bench of the National Company Law Tribunal (NCLT) on Friday approved a restructuring move within the Vedanta group, clearing the demerger of the merchant power business of Vedanta Ltd and its transfer to Talwandi Sabo Power Ltd. The order was passed on a second-motion petition filed by Talwandi Sabo Power Ltd. The coram, comprising Judicial Member Mohan Prasad Tiwari and Technical Member Charanjeet Singh Gulati, noted that all statutory requirements had been met and that the...