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TMI Blog2024 (8) TMI 1217X X X X Extracts X X X X X X X X Extracts X X X X ..... r, Advocate for Appellant No. 2 For the Respondent : Mr. Arshdeep Singh, Advocate, Mr. Rony Oommen John & Mr. Piyush Swami, Advocates JUDGMENT ( Hybrid Mode ) Justice Sharad Kumar Sharma, Member (Judicial): These are sets of 8 Appeals, each set containing 2 Company Appeals which had been preferred by the Appellants. The question of law and facts are common in all these Company Appeals. These Appeals have been preferred, by invoking the provisions contained under section 421 of the Companies Act against the Orders of NCLT, Kochi Bench dated 05.03.2020 and 20.08.2020 in the respective Company Petitions. The Appellants have come up with the case, that the Impugned Order dated 05.03.2020 in the respective Company Petitions and the Impugned Order of 20.08.2020, as rendered in the Interlocutory Applications filed under Section 154 of NCLT Rules, 2016, as preferred in the respective Company Petitions had been erroneously decided. Thus, they have prayed for that the Judgment by virtue of which the rectification in the Register of Members, has been set aside, in respect to the respective shares held by Respondents in the Company Petitions be annulled and reversed as the orders of the T ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of Rs.100/- each, which otherwise stood duly registered and transferred in their name. The details of Share Transfer / Shareholding are given hereunder : - Company Petition / Application No. Transfer Appeal No. Respondent / Petitioner Respondent's Shareholding Date of Transfer CA/34/KOB/2019 TA (AT) No.150- 151/2021 Vyapar Mandir Palarivattom Pvt Ltd. v. KG. Lekha 100 Equity Shares of Rs.100/- each 18.05.2005 CA/35/KOB/2019 TA (AT) No.146- 147/2021 Vyapar Mandir Palarivattom Pvt Ltd. v. Alice P M (a) 100 Equity Shares of Rs.100/- each 05.04.1997 (Purchase by Original Shareholder) (b) 100 Equity Shares of Rs.100/- each (Shares have not been transmitted to the Respondent / Petitioner) - CA/37/KOB/2019 TA (AT) No.148- 149/2021 Vyapar Mandir Palarivattom Pvt Ltd. v. Omana TH (a) 100 Equity Shares of Rs.100/- each 04.12.1986 (b) 100 Equity Shares of Rs.100/- each 31.05.2004 (c) 100 Equity Shares of Rs.100/- each 30.09.2008 (d) 100 Equity Shares of Rs.100/- each 11.01.2014 (e) 100 Equity Shares of Rs.100/- ea ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... try of names is done for 12 such Members which include the Respondents out of a total of 32 Members of the Appellant Company. 9. In the aforesaid prayer for rectification of Register of Members of the Appellant Company, it was also sought to re-enter the total number of Equity Shares, belonging to the Respondents, as held by them under Folio No. 58 and which stood illegally omitted and vested in the Appellant Company, in the Share Register of the Company, and to order restoration of the actual Shareholding of the Respondents herein, as it existed prior to 08.02.2019 by declaring that the Respondents are the legitimate holders of such Equity Shares of the Company, as per their Share Certificates. 10. The Company Petitions, as preferred by the Respondents were numbered as respectively detailed above, and were ultimately decided by the Judgment dated 05.03.2020. Pursuant to passing of this Judgment, the Appellant Company filed IAs under Rule 154 of NCLT Rules for rectification of respective orders. Rule 154 of the NCLT Rules, 2016, permits the Tribunal to rectify any clerical or arithmetical mistake or error, arising out of an accidental slip, in its order, on its own motion or on a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... carrying the rectifications as per this order, with Registrar of Companies within a period of one month. V) The respondent company is directed to pay25000 to the petitioner towards the costs and damages sustained by the petitioner in this regard. Dated this the 5th day of March 2020.'' 13. This above Order as it was rendered on 06.03.2020 has attained finality. 14. The two Judgments i.e. the Judgment of 05.03.2020 and consequential rejection of the I.A. seeking rectification of the same by Judgment of 20.08.2020, have been put to challenge by the Opposite Parties to the Company Petitions i.e. the Appellants herein Viz. M/s. Vyapar Mandir Palarivattom Private Limited (Appellant - 1) and Sri. Kaniyamparambil Madhavan Babu (Appellant - 2). 15. The Appellant No. 1, subsequently sought for that the Appeal may be permitted to be dismissed as withdrawn, Qua the Appellant No. 1 only and that the Company Appeal may continue for Appellant No. 2 only. 16. Consequent to the request made by the Learned Counsel of Appellant No. 1, this Tribunal has passed the following Order on 12.06.2024, which is extracted hereunder: ``In this bunch of Appeals, which have been preferred by two appel ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... reliminary objection being raised by the Respondent's Counsel, the Counsel for the Appellant No. 2, was called upon to answer the objection, pertaining to the maintainability of the Company Appeal, under the changed circumstances, exclusively at the behest of Appellant No. 2, either, in the status of being the Managing Director, Shareholder or the Promoter of M/s. Vyapar Mandir Palarivattom Private Limited, particularly, when the said Registered Company itself, has not pressed its rights, as against the Impugned Orders, under challenge in the Appeal. No plausible argument was extended by the Learned Counsel for the Appellant No. 2, to meet the said objection, raised by the Learned Counsel for the Respondent, with regard to the maintainability of Appeal exclusively at the behest of Appellant No. 2, particularly when admittedly the Appellant No. 2 derives his status from Appellant No. 1. 20. In fact, the Learned Counsel for the Respondent has also taken a stand that now after the withdrawal of Appellant No. 1 in the respective Appeals, before this Tribunal, if at all, the Appellant No. 2, has any cause, qua the relief claimed and be granted to him as per law, he will have to agitate ..... X X X X Extracts X X X X X X X X Extracts X X X X
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