Eraaya Lifespaces Limited vs Sunil Aggarwal

Eraaya Lifespaces Ltd. ...Appellant(s)

Versus

Sunil Aggarwal & Ors. ...Respondent(s) Present: For Appellant : Mr. Arun Kathpalia, Sr. Advocate with Mr. Mohit Nandwanii, Mr. Viksit Arora, Advocates. For Respondents : Mr. Sumesh Dhawan, Mr. Milan Singh Negi, Mr. Nikhil Kumar Jha, Ms. Aakriti Gupta, Mr. Shaurya Shyam, Advocates.

ORDER

(Hybrid Mode)

26.03.2025: This appeal is filed against an impugned order dated

06.03.2025 passed in C.A. No. 52 of 2025.

2. It is the submission of Learned Sr. Counsel for the Appellant on

13.02.2025, the matter was taken upon mentioning by the Ld. NCLT on a

petition under Section 241-242 of the Companies Act, 2013 two interim

prayers were pressed viz. (a) Direct the Respondent Nos. 1 to 14 to maintain

Status Quo with regard to all transactions in regard to the Offering Circular

dated 23.08.2024, till the pendency of the present petition. (b) Direct the

Respondent Nos. 1 to 14 to maintain Status Quo with regard to the composition

of the Board of Directors of the Respondent No. 1 company, as on date, till the

pendency of the present petition.

3. It is submitted on that date the Ld. NCLT had also recorded the

submissions of learned Sr. Counsel for the Appellant herein that the appellant

shall maintain status quo till further order.

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4. However immediately, thereafter, when the copy of the order was

obtained by the Appellant, the Appellant moved an application under Rule 11

of the NCLT Rules, 2016 seeking clarification/modification of order dated

13.02.2025.

5. It is the submission of learned Sr. Counsel for the Appellant the

appellant is aggrieved of recording of submission (wrongly given), of its learned

Sr. Counsel qua interim prayers (a) and (b) and it was only because of

connectivity problems, proper instructions could not be given by the Advocate

on Record to the learned Sr. Counsel for the Appellant on that day, since the

Advocate of Record was travelling. Thus inadvertently wrong statement was

made by the learned Sr. Counsel qua both interim prayers viz. (a) and (b).

6. Even an application for clarification/modification of the said order

dated 13.02.2025 has now been dismissed on 06.03.2025 by the impugned

order, as under:

"We went through all the grounds taken in the petition. It is difficult to derive any meaning out of those grounds. However, the Counsel for the Applicant submits that he does not want to get the order modified/corrected/rectified. Rather he wanted that the order in question is re-phrased in certain manner. We fail to understand the purpose of such rephrasing or rewording he is seeking. Moreover, the application fails to disclose the manner in which the order needs to be rephrased and the reasoning for the same. In our view there are no grounds to interfere in an order passed by this Tribunal on merits after giving full opportunity of hearing to both the sides. The application appears to be without substance and is hereby dismissed."

7. The Learned Counsel for the Respondent appears on advance notice

and submits he has no issues if the interim prayer (a) may be contested on

merits on the date fixed i.e. 03.04.2025. It is the submission of learned Sr. 3

Counsel for the Appellant the concessions, if any, given by the Ld. Sr. Counsel

for appellant were only till the next date of hearing viz. 03.04.2025. Heard.

8. It is also the submission on behalf of the Appellant the order dated

13.02.2025 is not on merits and in fact was based upon inadvertent

concession given by the learned Sr. Counsel for the Appellant herein, without

proper instructions, though, this submission is disputed by the learned

counsel for the respondent herein.

9. In the circumstances, let the interim prayers (a) and (b) as recorded in

the order dated 13.02.2025 be heard on merits; be decided and disposed of

being uninfluenced by recordings in its earlier order dated 06.03.2025.

10. We dispose of the appeal in terms of the above. Pending application(s)

are also disposed of.

[Justice Yogesh Khanna] Member (Judicial)

[Mr. Ajai Das Mehrotra] Member (Technical)

R.N./Manu