Fintags Technologies Private Limited vs Dominic Savio

MR. SANTHOSH WILSON, S/o. Mr. Wilson No. 3/1, Bethel House, Thiruvalluvar Street, Chittarajan Colony, Perambur, Chennai-600082. ...APPELLANT NO.2

MS. SABNAM MEHRA No. 3/1, Bethel House, Thiruvalluvar Street, Chittaranjan Colony, Perambur, Chennai-600082 ...APPELLANT NO.3 V MR. DOMINIC SAVIO 10th Cross Street, AGS Colony, Chennai City Corporation, Chennai - 600042 ...RESPONDENT No. 1

MS. SHANTHI BALAMURUGAN No.12/7, Radhakrishnan Nagar Main Road, Thiruvanmiyur, Chennai-600041 ...RESPONDENT No. 2

THE REGISTRAR OF COMPANIES Both office at Block No. 6, B-Wing, 2nd Floor, Shastri Bhawan, 26 Haddows Road, Nungambakkam, Chennai-600006 ...RESPONDENT No. 3

THE MINISTRY OF CORPORATE AFFAIRS, Both Office at Block No. 6, B-Wing, 2nd Floor, Shastri Bhawan, 26 Haddows Road, Nungambakkam, Chennai-600006. ...RESPONDENT No. 4

Company Appeal (AT) (CH) No. 79/2025 Page 1 of 4 Present : For Appellant : Mr. Saravanan Sukumar, Advocate For Respondent : Mr. PH Arvindh Pandian, Senior Advocate For Mr. Jayanth Viswanathan, PCS & Mr. KK Vijay Vigneshwar, Advocate for R1

ORDER

(Hybrid Mode) 13.06.2025:

The Appellants who happen to be the opposite parties to the proceedings of

CP(CA)/34(CHE)2025, being the proceedings held under Section 59, 241, 242 of

the Companies Act, have agitated their grievances by preferring the appeal, being

aggrieved as against the impugned order of 25.04.2025. By virtue of the impugned

order, the Tribunal has directed the Appellants to carry out the necessary process

of transfer of shares within a week and submit the compliance by 07.05.2025, on

the basis of the finding that Ms. Sabnam Mehra, Respondent No. 3, in the company

petition/Appellant No. 3 herein has furnished the duly signed share transfer form

to the Auditor and the consideration has been paid by Dominic Savio,

Applicant/Respondent No. 1, herein on 31.03.2025 and that this has been

confirmed by both the parties.

Ld. Counsel for the Appellant has contended that as pert the email

communication of the Respondent No. 1, dated 22.03.2025, the Respondent No. 1,

has only confirmed that he will be placing a demand draft of Rs. 50,000/- being the

consideration as agreed in the executed, Shareholder Transfer Form SH-4 and that

Company Appeal (AT) (CH) No. 79/2025 Page 2 of 4 as a matter of fact, no transfer of consideration was ever made. The said argument

is countered by the Ld. Counsel for the Respondent by drawing the attention of this

Appellate Tribunal to the document marked Annexure 5 as contained in Page 206,

of the appeal paperbook wherein the transfer of Rs. 50,000/- is being shown to have

been deposited into the accounts of the opposite party that is, Appellant No. 1, Ld.

Counsel for Respondent contends that this transfer of the amount of Rs. 50, 000/-

into the accounts of the opposite party was for the purposes of completing the

transfer of shares as it was agreed to be transferred between the parties, and duly

recorded in the securities Transfer Form (Form No. SH-4) signed by Ms. Sabnam

Mehra, Appellant No. 3. Even presuming that the said amount was not transferred

as argued, by the Appellants, in that eventuality, the Appellant ought to have

agitated the ground pertaining to the perversity of the order, or non-consideration

of the argument as extended by the Ld. Counsel of the Appellant before this

Appellate Tribunal, qua the orders, which have been passed by the Ld. Tribunal,

issuing directions for the purposes of transfer of shares, as it was agreed upon

between the parties. In fact, none of the grounds agitated by the Appellant in the

memo of appeal are in context to the argument as extended by the Ld. Counsel for

the Appellant, during the hearing.

Rather, we could safely conclude that the impugned order, which is subject

to challenge in the instant appeal, takes the shape of a consenting order, and the

factum of consent is not denied. In that eventuality, where the order has been

Company Appeal (AT) (CH) No. 79/2025 Page 3 of 4 rendered by way of a consent between the parties, no appeal would be tenable, until

and unless, it is established, that the said consent has been obtained by fraud which

is a fact required to be proved. In that view of the matter, the 'appeal' lacks 'merit'

and the same is accordingly 'dismissed'.

[Justice Sharad Kumar Sharma] Member (Judicial)

[Jatindranath Swain] Member (Technical)

SN/MS/RS

Company Appeal (AT) (CH) No. 79/2025 Page 4 of 4