TMI Blog2020 (3) TMI 526X X X X Extracts X X X X X X X X Extracts X X X X ..... Sub-section (4) of Section 242 of the Companies Act, 2013 provides that the Tribunal may, on the application of any party to the proceeding, make any interim order which it thinks fit for regulating the conduct of the company s affairs upon such terms and conditions as appear to it to be just and equitable - the NCLT has a vast power to pass interim order for regulating the conduct of the company s affairs and it should be just and equitable. Appeal dismissed - decided against appellant. - Company Appeal (AT) No. 20 of 2020 - - - Dated:- 31-1-2020 - Justice Jarat Kumar Jain Member (Judicial), Mr. Balvinder Singh Member (Technical) And Dr. Ashok Kumar Mishra Member (Technical) For the Appellant : Mr. Ritin Rai, Senior Advocate w ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ndent Nos. 2 to 7 are close relatives and they are called as Shah Group . Shah Group in aggregate holds 49.80% of the shares of Respondent No. 1 Company. Respondent No. 1 Company has taken loan from J.M. Financial Services and the properties were mortgaged in their name. 4. It is alleged that the Respondent Nos.2 to 4 have ousted the Appellants from the management of the Respondent No.1 Company forcibly and they are conducting the affairs of the Respondent No.1 Company in a completely arbitrary and capricious manner, against the interests of the Respondent No.1 Company. 5. The Appellants came to know that the Respondent Nos. 2 to 4 were unilaterally and unauthorisedly disposing off assets of Respondent No.1 at a gross undervalu ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e) Direct the Administrator and/or Special Officer and/or an Independent Committee of Management to represent Respondent No.1 in any and all of the litigations and proceedings to which Respondent No.1 is a party; (f) urgent interim and ad-interim reliefs in terms of prayer clauses (a) (e) above; (g) costs; (h) such other and further reliefs as this Hon ble Tribunal may deem fit and proper. 6. NCLT after considering the submissions passed impugned interim order which is as under: ORDER The learned counsel for the petitioner filed this miscellaneous application seeking restrain order against J.M. Financial Services and other from alienating/ transferring the assets of the respondent s company. The Learne ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ter the next date of hearing. We also make it very clear that any sale that would taken up by the JM Financial Services, if it found to be in collusion with the Directors of the Respondent Company against whom the allegation of oppression and mismanagement are levelled, the sale will become subject matter of final decision on that particular day that means any sale is bound to be set aside in case it is found that the same is done in collusion with the Respondent Company. The above order will be without prejudice to their rights and contention. List this matter on 17.12.2019 7. Being aggrieved with the impugned order, the Appellants filed this appeal. 8. Learned counsel for the Appellants submits that in the Miscellaneous Appli ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e Respondent No.1 Company has taken loan from J.M. Financial Services and Respondent No. 1 committed default in repayment. Therefore, it is incumbent on Respondent Nos.2 to 4 to give the consent to Respondent No.5- J.M. Financial Services for selling the mortgaged properties. Otherwise, J.M. Financial Services may proceed against the Respondent Company under the Insolvency and Bankruptcy Code, 2016 and the Securitisation and Reconstruction of Financial Assets and Enforcement of Securities Interest Act, 2002 . 16. It is also submitted that the alternate reliefs claimed in the application has already been granted by the NCLT. The NCLT has protected the rights of the Appellants. 17. The NCLT while passing the impugned order h ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on and mismanagement levelled against the Respondent Nos. 2 to 4. The impugned order is not in any manner detrimental to the Respondent No.1 Company as well as the Appellants interest. 24. Sub-section (4) of Section 242 of the Companies Act, 2013 provides that the Tribunal may, on the application of any party to the proceeding, make any interim order which it thinks fit for regulating the conduct of the company s affairs upon such terms and conditions as appear to it to be just and equitable. 25. Thus, the NCLT has a vast power to pass interim order for regulating the conduct of the company s affairs and it should be just and equitable. We find that the impugned order is just and equitable. Therefore, we find no ground to interfer ..... X X X X Extracts X X X X X X X X Extracts X X X X
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