Company petition under Section 244(b) dismissed as removed member failed to prove continued membership status

The NCLAT dismissed an appeal challenging the NCLT's rejection of a company petition filed under Section 244(b) of the Companies Act, 2013. The appellant, who was removed from company membership in 2012 through an EOGM decision published in newspapers, failed to demonstrate continued membership status from 2012-2023. With only 97 members at the time of petition filing, the appellant did not meet the statutory threshold requirements. The NCLAT rejected the appellant's claim of believing he remained a member throughout this period, finding no merit in the appeal and upholding the NCLT's dismissal on grounds of maintainability and delay.

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Issues:
1. Maintainability of the company petition under Section 244(b) of the Companies Act, 2013.
2. Challenge against the impugned order dated 13.05.2024 by the National Company Law Tribunal.
3. Dismissal of the company petition on grounds of delay and maintainability.

Analysis:
1. The appeal was against an order by the National Company Law Tribunal (NCLT) dismissing the company petition due to maintainability and delay issues. The NCLT held the petition was not maintainable under Section 244(b) of the Companies Act, 2013, as the appellant was not a member of the company at the time of filing, having been removed in 2012 without challenging it until 2023, thus beyond limitation.

2. The appellant argued that there were 7 original members at the time of filing, with recognition confirmed by various forums, including the Supreme Court. The appellant and two others had filed consent affidavits, meeting the Section 244 requirements. However, the NCLT dismissed the petition, stating the appellant failed to challenge management decisions or approach the Tribunal within a reasonable period, rendering the petition not maintainable.

3. The appellant referred to additional affidavits and lists of members to show his membership status. The respondent relied on an EOGM held in 2012 where the appellant was expelled, supported by public notices. The NCLT found no record of the appellant's membership post-2012, with the correct member count being 97 at the time of filing, thus upholding the dismissal. The appellant's argument of believing he was still a member was rejected, leading to the dismissal of the appeal for lack of merit.

Conclusion:
The NCLAT upheld the NCLT's decision to dismiss the company petition, citing non-maintainability under Section 244(b) of the Companies Act, 2013, due to the appellant's removal in 2012 and lack of challenge until 2023. The appellant's arguments regarding membership status and belief were deemed unconvincing, leading to the dismissal of the appeal.

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