Company law injunctions cannot restrain statutory director-removal process where shareholding is irrelevant and civil jurisdiction is barred.

Ex parte ad interim injunctions are appealable where they have operative effect, and a director's status under the Companies Act depends on appointment to the Board, not shareholding. Section 430 bars civil court interference with statutory processes under Section 169, even where a collateral contractual dispute is asserted, because the special Act's remedial framework remains available. Absence of locus standi before the NCLT does not by itself revive civil jurisdiction. Ex parte interim relief must rest on recorded satisfaction of prima facie case, balance of convenience, and irreparable injury; a boilerplate order without such findings is unsustainable.

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Issues: (i) Whether an appeal lies against an ex parte ad interim order; (ii) Whether shareholding is a condition precedent to the status of director and the operation of Section 169 of the Companies Act, 2013; (iii) Whether Section 430 of the Companies Act, 2013 bars a civil court from injuncting a statutory process under Section 169 notwithstanding a collateral contractual dispute; (iv) Whether absence of locus standi before the NCLT revives civil court jurisdiction; (v) Whether an ad interim injunction can stand without recorded satisfaction on prima facie case, balance of convenience, and irreparable injury.

Issue (i): Whether an appeal lies against an ex parte ad interim order.

Analysis: An ex parte ad interim injunction is appealable. The order challenged was not a mere procedural refusal but an interlocutory order with operative effect, and therefore fell within the appellate remedy under the Code.

Conclusion: The appeal was maintainable.

Issue (ii): Whether shareholding is a condition precedent to the status of director and the operation of Section 169 of the Companies Act, 2013.

Analysis: The definition of director under Section 2(34) is functional and status-based. It turns on appointment to the Board and does not make shareholding or qualification shares a prerequisite. Once a person assumes the office of director, the statutory incidents of that office, including removal under Section 169, attach irrespective of equity ownership.

Conclusion: Shareholding is not a condition precedent, and the respondent remained subject to Section 169.

Issue (iii): Whether Section 430 of the Companies Act, 2013 bars a civil court from injuncting a statutory process under Section 169 notwithstanding a collateral contractual dispute.

Analysis: Section 430 creates a dual bar: it excludes civil court jurisdiction over matters empowered to be determined under the Act and also prohibits injunctions in respect of actions taken or to be taken under the Act. A collateral MoU or proposed share purchase arrangement does not confer a jurisdictional route to restrain a statutory notice issued for removal of a director. The contractual dispute may be pursued in the appropriate forum, but it cannot be used to freeze an internal corporate process regulated by the special statute.

Conclusion: The civil court was barred from granting the injunction against the Section 169 process.

Issue (iv): Whether absence of locus standi before the NCLT revives civil court jurisdiction.

Analysis: The Companies Act provides a statutory remedy structure, including the waiver power under the proviso to Section 244(1), which can enable a substantial stakeholder to approach the NCLT. The respondent's absence from the register of members did not create an open field for civil court intervention. The availability of the tribunal mechanism meant that civil jurisdiction could not be revived on the plea of lack of standing alone.

Conclusion: Civil court jurisdiction was not revived by the alleged lack of locus before the NCLT.

Issue (v): Whether an ad interim injunction can stand without recorded satisfaction on prima facie case, balance of convenience, and irreparable injury.

Analysis: Grant of ex parte interim injunction requires an independent and reasoned assessment of the settled triple test. The impugned order lacked analytical findings on those requirements and proceeded in a boilerplate manner, making the exercise of discretion unsustainable. The surrounding facts also negatived equitable relief, including the respondent's partial payment, disputed conduct, and unclean hands.

Conclusion: The injunction order was vitiated for non-application of mind and lack of reasoned satisfaction.

Final Conclusion: The impugned injunction could not survive judicial scrutiny, the statutory corporate process could not be restrained by civil injunction, and the appeal succeeded by setting aside the order under challenge.

Ratio Decidendi: A person appointed to the Board is a director for purposes of the Companies Act irrespective of shareholding, and a civil court cannot injunct a statutory corporate process governed by the Act where Section 430 operates as an express bar and the company law remedy framework remains available.

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