Bangla Entertainment Private Limited vs Respondent

IN THE MATTER OF: Bangla Entertainment Pvt. Ltd. ...Appellant

Versus ..... ...Respondent

Present: For Appellant: Mr. Abhinav Vashisht, Sr. Advocate with Mr. Anirudh Das, Mr. Aashish Gupta, Mr. Alind Chopra and Mr. Arjun Pall, Advocates.

ORDER

(Virtual Mode)

25.04.2022 Heard Ld. Sr. Counsel for the Appellant. The Appellant is

aggrieved and dissatisfied by the order dated 28.01.2022 passed by the

National Company Law Tribunal, Mumbai Bench, Court No. IV in CA-

29/2022 in C.A. (CAA)/5/(MB)2022, whereby the Ld. Tribunal has passed

the following orders which are at Para 3 and 4 which reads as under:-

"3. Accordingly, in view of the dismissal of main CA, the CA- 29/2022 is allowed and disposed of.

4. With the direction that the Applicant Companies will not file any Scheme with respect to Transferor and Transferee Company in a period of one year from the date of this order."

2. The Ld. Sr. Counsel for the Appellant is aggrieved by the Paragraph 4

of the impugned order whereby it has been directed by the Ld. Tribunal that

the Applicant Company (Appellant herein) will not file any scheme with

respect to Transferor and Transferee Company in a period of one year from

the date of this order.

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3. The Ld. Sr. Counsel for the Appellant while assailing the impugned

order contained in Para 4 has submitted that statutory right of the Appellant

in terms of the provisions of Section 230 to 232 of the Companies Act, 2013

to conduct its business and manage its corporate affairs has been affected.

4. The Ld. Sr. Counsel for the Appellant during the course of the

argument also referred the Annexure A-7 at Pg. 77 of the Appeal paper book,

which is the order dated 15.02.2022 passed by the NCLT, Mumbai Bench,

Court No. II in CA 30/2022 in C.A. (AA) 6/MB/2022, which reads as under:-

"CA 30 of 2022:- Counsel Mr. Chandrakant Mahadeshwar appeared for the Applicant seeking withdrawal of the CA (AA) 6 of 2022 filed before the Tribunal. Counsel appearing for the Applicant submits that management had decided not to pursue this application hence they want to withdraw it. Accordingly, withdrawal of CA (AA) 6 of 2022 is allowed and CA 30 of 2022 is disposed of as withdrawal."

5. The Ld. Sr. Counsel for the Appellant submitted that Ld. Tribunal has

passed the aforesaid order which does not contain any onerous condition or

other directions, as is contained in Paragraph 4 of the impugned order.

6. On a perusal of the memo of parties, we find there is no Respondent in

this Appeal.

7. Upon considering of the arguments of the Ld. Sr. Counsel for the

Appellant and in view of the provisions of Section 230 to 232 of the

Companies Act, 2013, it appears that the right of the Appellant to conduct

its business and manage its corporate affairs may be curtailed by Para 4 of

Company Appeal (AT) No. 61 of 2022 -3-

the impugned order. Therefore, the observations made in Paragraph 4 of the

impugned order is hereby expunged and thus, the Appeal is allowed.

8. The Registry is directed to furnish the copy of this order to the

concerned Tribunal.

[Justice Anant Bijay Singh] Member (Judicial)

[Dr. Alok Srivastava] Member (Technical)

SC / Kam./

Company Appeal (AT) No. 61 of 2022