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2022 (11) TMI 759 - AT - Companies LawMaintainability of appeal - aggrieved person - Appeal against the consent order - Oppression and Mismanagement - Appellate Jurisdiction of this Tribunal under section 421 of the Companies Act, 2013 - HELD THAT - Fact remains that on going through the record, it appears that on earlier occasion also the same allegation was made that this Appellant had taken a loan of Rs. 35 Lakh though it was treated for personal use, but it was shown, in the joint name of the Appellant and the Company. It is also not in dispute that till date whatever error was committed in the loan account of the Bajaj Finance, the error has not been got removed from the Bajaj Finance. Ld. Counsel for the Appellant before the Ld. NCLT, stated in specific term that on instruction of his client, he made submission for deposit of the said amount. Of course, during the hearing of this appeal, it was submitted by the Ld counsel of the Appellant that before the NCLT without proper instruction of the Appellant, his counsel had made said submission and as such, such submission may not come in the way of preferring the present appeal. On being asked Ld. Counsel for the Appellant admitted that he had not filed any petition before the Ld. NCLT as to whether the Ld. Counsel, had made submission without instruction of the client. Ld. Counsel for the Appellant accepts that no proper application has been filed before the NCLT with an allegation that his counsel without instruction from his client, has made such submission. If an authorization is given to a counsel and on authorization such submission is made by the counsel, the integrity of the counsel may not be questioned that too without apprising the concerned court. Such submission is not permissible to be raised before the Appellate Court - it is very much clear that only a person aggrieved with an order, can file appeal. Further consent order cannot be assailed in appeal. In this case, on perusal of para 42 of the impugned order which is quoted herein above, there is no dispute that the Appellant can be said to be aggrieved by the said order. Further the order impugned is a consent order. If the Appellant is of the view that his counsel had made incorrect statement before the NCLT, he would be at liberty to approach the NCLT, but he may not be permitted to raise such issue before this Tribunal. Appeal dismissed.
Issues Involved:
1. Maintainability of the appeal under Section 421 of the Companies Act, 2013. 2. Authority of counsel to make submissions on behalf of the client without proper instruction. 3. Interpretation of the provisions of Section 421 of the Act regarding appeal from orders of the Tribunal. 4. Consideration of consent orders and limitations on appealing such orders. Detailed Analysis: 1. The appeal was filed under Section 421 of the Companies Act, 2013, challenging an order passed by the National Company Law Tribunal (NCLT) directing the appellant to deposit a specific amount within a specified timeframe. The NCLAT considered the maintainability of the appeal, focusing on whether the appellant was aggrieved by the order and if the order was a consent order. The Tribunal emphasized that only a person aggrieved by an order can file an appeal, and consent orders cannot be challenged in appeal. The appellant's counsel had made submissions regarding the deposit without proper instruction, leading to a discussion on the integrity of counsel and the necessity of following statutory provisions strictly. 2. The issue of the authority of counsel to make submissions on behalf of the client without proper instruction was raised during the proceedings. The appellant's counsel admitted that the submission for deposit was made without proper instruction from the client. However, the Tribunal noted that questioning the integrity of counsel without informing the concerned court was impermissible. The appellant was advised to address any concerns regarding counsel's actions before the NCLT rather than raising them in the appellate court. 3. The Tribunal analyzed Section 421 of the Companies Act, outlining the procedure for filing an appeal from orders of the Tribunal. It highlighted that appeals must be filed within a specified period, and the Appellate Tribunal has the authority to confirm, modify, or set aside the order appealed against. The Tribunal stressed that statutory provisions must be strictly followed, and appeals can only be entertained if the appellant is genuinely aggrieved by the order. 4. The judgment emphasized the limitations on appealing consent orders and the distinction between statutory jurisdiction under the Act and the exercise of power under Article 136 of the Constitution of India. The Tribunal dismissed the appeal, stating that if the appellant believed his counsel's statement before the NCLT was incorrect, he should address it at the NCLT level. The judgment highlighted the importance of adhering to statutory provisions and respecting the limitations on challenging consent orders in the appellate process.
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