TaxTMI 
TaxTMI 
2022 (12) TMI 59
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.... of its Directors. Before proceeding further it would be appropriate to reproduce the impugned order: 1. This application has been filed by the Petitioner in CP No.5 of 2022 purportedly under Section 242(4) of the Companies Act, 2013. The original Company Petition has been filed under Section 241-242 of the Companies Act, 2013. By this application, the applicant requested us to restrain the Respondent no.1 company from holding a meeting of the Board of Directors as per order dated 24.05.2021 passed by Hon'ble NCLAT in Company Appeal No.57 of 2021. 2. The Respondents were called upon to make submissions on this point. Accordingly, we heard the Learned Counsel Mr. Pavan Godiawala for the applicant, Learned Senior Counsel Mr. Navin Pahwa for the Respondent No.-1, Learned Senior Counsel Mr. Saurabh Soparkar for the Respondent No.-2. We have gone through the various orders passed by this Tribunal, orders passed by Hon'ble NCLAT and the order passed by Hon'ble Supreme Court. 3. Company Appeal No.57 of 2021 before Hon'ble NCLAT arose out of the order dated 04.05.2021 passed by this Tribunal. The order sought to be challenge before Hon'ble NCLAT reads as under: "... tribunal direct....
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....ch appointment. He further submitted that the issue was pending before the Hon'ble NCLAT and now before the Hon'ble Supreme Court is, not to implement order of this tribunal dated 04.05.2021 whereby this tribunal directed to appoint Mr. Siddharth Bhandari as joint signatory to operate all bank accounts of the R-1 Company. He would further submit that there was no stay to hold the meetings of the board of directors. The stay was related to the consideration of the order of this tribunal in the meeting. According to him, if the company is not allowed to hold a meeting of the Board of Directors, then it would be difficult to run the company itself. 8. Learned Senior Counsel, Mr. Soparkar for the Respondent No.-2 submitted that there is no stay to hold meeting of Board of Directors. Moreover, if at all, such a meeting is held, then the applicant will not suffer any irreparable loss. The facts as stand today would show that the prima-facie case is not in the favor of applicants. According to Learned Senior Counsel, this application is not maintainable on above broad principles also. 9. We perused the order dated 25.02.2022, passed by Hon'ble Supreme Court. Hon'ble Supreme Court direct....
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....appeals. The relevant portion of the order dated 4th May, 2021 passed by NCLT is quoted hereinbelow: "2.In the back ground of these submissions and considering the fact that main applications need detailed arguments, however, due to impending summer vacations and pandemic situation prevailing in the country, we consider it appropriate to pass interim order so that the functioning of the company is not affected adversely till the final disposal of all matters. In this regard, we express our displeasure as to how both groups are acting because in such matter involvement of police as such is not desirable things and both groups should act responsibly so that interests of the shareholders at large as well as of the company are not adversely affected. Be that as it may, We need to provide some interim solutions. Accordingly, we order as under: i) Respondent No.1 company as well as Respondent No.5 in MA 08 of 2021 are directed to appoint Mr. Siddarth Bhandari as joint signatory of all bank accounts of the Respondent No.1 company with immediate effect. The accounts shall be operated under joint signature of Mr. Shailesh Bhandari and Mr. Siddarth Bhandari. ii) Mr. Siddarth Bhandari s....
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.... in I.A. 08 of 2021, the direction to appoint Mr. Siddarth Bhandari as a joint signatory of all the Bank Accounts of the Company was given by NCLT in the interest of justice and to ensure that no prejudice shall be caused to the Company during the pendency of the main Company Petitions. Having regard to the fact that NCLT has taken into consideration the involvement of both parties/both sides in the operation and function of the Company, we are of the view that no prejudice would be caused to the Appellants by such a direction of NCLT. 24. We are of the view that as long as the power is present, non-quoting or misquoting of the Section is not fatal. A harmonious construction thus requires that the direction should cover two different situations. If a particular action is valid under one Section, it cannot be rendered invalid, or that the Tribunal is not empowered to pass such a direction, if the wrong Section is quoted. The statute empowers the Tribunal from passing any Interim Order, it deems fit and in such a situation, keeping the affairs of the Company in mind, the Tribunal has rightly moulded the reliefs. Cases are known in which Courts have moulded the reliefs to meet a situa....
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.... NCLT to expeditiously dispose off Company Petitions No.93, 94 of 2018. Mr. Rudreshwar Singh, learned counsel repeatedly argued that once in Appeal filed before the Hon'ble Supreme Court, Hon'ble Supreme Court has passed interim order to the effect that order dated 17.6.2021 passed in Company Appeal (AT) No.54/2021 by the NCLAT shall continue, the learned NCLT ignoring the interim order permitted the Respondent Company to proceed with the holding of a Meeting of the Board of Directors. He tried to persuade this Tribunal that the interim order dated 24.5.2021 passed by this Appellate Tribunal in Company Appeal (AT) No.57 of 2021 in the light of interim order passed by Hon'ble Supreme Court shall continue, the NCLT was not having any authority to permit the company to proceed with the holding of Meeting of Board of Directors. According to him the impugned order is liable to be set aside on the ground that it is in violation of earlier interim order dated 24.5.2021 passed by this Appellate Tribunal in Company Appeal (AT) No.57/2021 and also approved by Hon'ble Supreme Court in its interim order dated 25.2.2022. Ms Geetika Shrama, learned counsel for the Respondent No.1 to 3 opposing ....