Delhi High Court Dismisses Anil Biyani's Challenge To SFIO Probe, Says Mumbai Has Principal Nexus

The Delhi High Court on 25 August dismissed Future Group Director, Anil Laxminarayan Biyani's, challenge to the Ministry of Corporate Affairs' (MCA) order directing the Serious Fraud Investigation Office (SFIO) to investigate the affairs of Future Retail Ltd (FRL) and Future Consumer Retail Pvt Ltd (FCRPL).

Justice Swarana Kanta Sharma held that the case had its principal and substantial nexus with Mumbai and not Delhi. Therefore, the Delhi High Court lacked territorial jurisdiction to hear it. The Bench observed:

"In view of the aforesaid discussion, this Court is of the opinion that the principal and substantial nexus of the impugned investigation is with Mumbai, where the registered offices of the companies under investigation, their statutory and financial records, the concerned ROC and the pending insolvency proceedings are situated, and where any consequential prosecution would also be subject to the jurisdiction of the competent Special Court. The petitioner is also a resident of Mumbai."

The dispute concerned FRL and FCRPL, which were incorporated in 2007. In 2019, Amazon acquired a 49% stake in Future Coupons Pvt Ltd. In 2020, the Securities and Exchange Board of India (SEBI) initiated insider trading proceedings against Future Group founder Kishore Biyani and connected entities concerning FRL shares traded between 10 March and 20 April 2017. The Securities Appellate Tribunal quashed the SEBI order on 20 December 2023.

FRL entered insolvency proceedings before the National Company Law Tribunal, (NCLT) Mumbai on 20 July 2022. The NCLT ordered its liquidation on 29 July 2024. Insolvency proceedings against FCRPL commenced on 24 September 2024. On 20 November 2024, the Insolvency and Bankruptcy Board of India (IBBI) referred alleged avoidance transactions involving the companies worth approximately Rs. 15,856.68 crore to the MCA.

On 31 October 2025, the MCA directed the SFIO to investigate the affairs of FRL and FCRPL. Anil Biyani subsequently approached the Delhi High Court, contending that Delhi had territorial jurisdiction because the MCA issued the investigation order from New Delhi and SFIO officers and notices emanated from its Delhi headquarters.

The Centre opposed the plea, arguing that the companies, their records, the Registrar of Companies (ROC) and the insolvency proceedings were all centred in Mumbai.

The Court rejected Biyani's argument, holding that the MCA's location in Delhi and its issuance of the investigation order from New Delhi did not by themselves confer territorial jurisdiction on courts in Delhi. It observed:

"It is not in dispute that the companies which are the subject matter of the impugned investigation have their registered offices in Mumbai. Merely because the MCA is situated in New Delhi and has passed the impugned order directing investigation into the affairs of companies situated in Mumbai, would not, by itself, confer territorial jurisdiction upon the Courts in Delhi."

The Bench also rejected the argument that an affidavit filed by an SFIO officer stationed at its Delhi headquarters established that the investigation had its principal nexus with Delhi.

It noted that the companies' registered offices and records were in Mumbai, the ROC Mumbai had jurisdiction and any consequential prosecution would lie before the competent Special Court in Mumbai. It also noted that the insolvency and avoidance proceedings were pending before the NCLT Mumbai Bench.

Further, Justice Sharma noted that another director connected with the companies had already instituted proceedings before the Bombay High Court concerning the same underlying investigation. She held that the same subject matter should not ordinarily be litigated before different High Courts merely because different persons connected with the investigation approached different forums.

Accordingly, the High Court dismissed Biyani's writ petition for lack of territorial jurisdiction while expressly clarifying that it had not examined the merits of the SFIO investigation.

For Petitioner: Vikas Pahwa, Senior Advocate with Neeha Nagpal, Vishvendra Tomar and Nishta Juneja, Advocates

For Respondents: Davinder Pal Singh ASG with Shashank Bajpai, CGSC, Amit Acharya, G.P., Aashna Mehra, Vatsal Tripathi, Govind Singh Chauhan, Shreya Dutt, Digvijay Singh and A.S. Muhania, Advocates