TaxTMI 
TaxTMI 
2021 (2) TMI 1390
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....ar Sharma, AOR ORDER 1 Admit. 2 The two appeals arise from a judgment of the National Company Law Appellate Tribunal "NCLAT" dated 4 March 2020 in Company Appeal (AT) Nos 206 of 2019 and 285 of 2019. 3 The National Company Law Tribunal "NCLT", by its order dated 18 July 2019, allowed an application seeking that the appellants should be impleaded, amongst other persons, in the course of its proceedings relating to IL&FS Limited. The NCLT and NCLAT directed that a number of persons be impleaded. Among them were both Executive and non-Executive Directors and the auditors of IL&FS. 4 Both the appellants were appointed as Independent Directors of IL&FS Financial Services Limited "IFIN". Ms Neera Saggi, the appellant in the first o....
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....FS were aware of the stressed asset portfolio, the modus operandi used for granting loans to group companies of existing defaulting borrowers in order to prevent their being classified as NPA." 6 Having made the above observation, the NCLT, in paragraph 81 of its order, stated that: "81. It is pertinent to mention that in 2nd SFIO Report, no role of Independent director has been specified. Therefore, their impleadment in the case is not justified, at this stage." 7 Ultimately, while drawing its final conclusions, the NCLT observed that: "85. It is also important to point out that in the 2nd SFIO Report, no role of Independent director has been specified. It is observed from the record that even though Mr. Surinder Si....
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....s LLP in Company Appeal (AT) No 190 of 2019. 11 The grievance of the appellants is that both before the NCLT and the NCLAT there has been no application of mind to the role of the appellants in regard to their position as Independent Directors. 12 We have heard Mr Shyam Divan and Mr K V Vishwanathan, learned Senior Counsel appearing on behalf of the respective appellants. Apart from stressing on the submission that neither the NCLT nor the NCLAT have adverted to the specific role of the appellants, Mr K V Vishwanathan submitted that notice of the proceedings before the NCLAT was served on Ms Renu Challu on 21 June 2019 shortly before the judgment was delivered on 18 July 2019. 13 Mr N Venkataraman, learned Additional Solicitor Gene....
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....e view that neither before the NCLT nor before the NCLAT has there been an appropriate and due application of mind to the facts pertaining to the appellants before an order impleading them was passed. Insofar as the NCLT is concerned, as we have seen, there is an observation to the effect that the second SFIO report does not implicate the role of the Independent Directors. In the concluding paragraph of the decision, the NCLT noted the position relating to two other Independent Directors, who were stated to be members of the Audit Committee of IFIN. On that basis, an order of impleading the appellants was passed together with the proposed respondents. The NCLAT, on the other hand, has stated that it was primarily considering the facts of th....