Ini Agri Private Limited And Anr vs Respondents
- CitationCompany Appeal (AT) No. 218 of 2025
Ratio decidendi
The rule this decision rests on
The Tribunal's reasoning rests on the following points. Where the Tribunal on a first-motion application has not given cogent reasons for rejecting the main prayer for dispensation of meetings of unsecured creditors, and has instead allowed only an alternative prayer, that omission is an error apparent on the face of the record warranting interference in appeal. An application for modification of an order may not be rejected merely on the ground that it is not being heard by the same Bench that passed the original order, where a comparable modification has been allowed in another matter; such a technical rejection without consideration of the merits is not a sustainable basis for refusing relief. Where both the main prayer has been rejected without cogent reasons and the modification application has been dismissed on a technical ground, the appropriate course is to set aside the impugned order and remand the matter to the Tribunal below for fresh consideration in the light of the appellate observations.
Written by Miss Lucy from the judgment below, not taken from a headnote.
Judgment
As delivered
Ini Agri Pvt. Ltd. & Anr. ...Appellant
Vs.
.................... ...Respondents
Present: Appellant: Mr. Krishnendu Datta, Sr. Advocate with Mr. Gaurav H. Sethi, Mr. Rahul Pawar, Mr. Rahul Kapoor, Ms. Alina Meran, Advocates.
ORDER
(Hybrid Mode)
11.09.2025 - I.A. No. 5509 of 2025: This is an application seeking
condonation of delay of 7 days in filing the present appeal. Considering the
submission mentioned in the application, the delay is condoned. Accordingly,
I.A. No. 5509 of 2025 is allowed.
2. I.A. No. 5507 of 2025: This is an application seeking condonation of
delay of 17 days in refiling the present appeal. Considering the submission
mentioned in the application, the delay is condoned. Accordingly, I.A. No.
5507 of 2025 is allowed.
3. This appeal is filed against an impugned order dated 28.05.2025 passed
by the Ld. NCLT, Mumbai Bench in CA/130/2025 in C.A.(CAA)/222(MB)2024.
It is the submission of Learned Sr. Counsel for the appellants while allowing
the first motion, the Ld. NCLT had erred in directing the meeting of the
unsecured creditors of the second applicant company to be held before the
second motion of the scheme and the report thereof be produced before the
Tribunal.
-2-
4. It is the submission of Learned Sr. Counsel for the appellants this was
only an alternative prayer made and whereas the main prayer made in the
application for first motion was as under:
"vii. Dispensation of the requirement of convening of meeting of the Unsecured Creditors of the Applicant Companies as there is no compromise or arrangement with any of the Unsecured Creditors as their rights are not affected and all the Unsecured Creditors would be paid off in the ordinary course of business.
ix. In the alternative, for convening the meeting of the Unsecured Creditors of the First Applicant Company and Second Applicant Company for the purpose of considering and if thought fit, for approving with or without modification(s), the Scheme."
5. Thus, it is the submission of the Learned Sr. Counsel for the appellants
instead of allowing the main prayer, the Ld. NCLT had allowed this alternative
prayer and without any cogent reasons had rejected its main prayer qua
dispensation of meetings of unsecured creditors and hence this is an error
apparent on the face of the record.
6. Further it is submitted the application CA 130/2025 of modification
has been dismissed only on technical grounds viz. the same Bench is not
looking at the application of modification under Rule 11 of the NCLT Rules,
hence cannot allow it.
7. However, we find the impugned order itself notes CA No. 49 of 2024, in
another case wherein similar corrections/modifications were sought in
paragraphs 10, 12 and 14 of the application, was rather allowed vide order
dated 16.01.2024; and whereas in the present case such application was
disallowed only because it was not dealt with by the same Bench. -3-
8. In any case, since the main prayer was rejected without any cogent
reason and an alternative prayer was allowed and further CA No. 130/2025
was rather rejected only because of Bench being not the same which passed
the order on first motion hence it would be appropriate to remand the matter
to the Ld. NCLT by setting aside the impugned order. We thus request the Ld.
NCLT to relook the matter in the light of above.
9. In view of the above, the present appeal stands disposed of. Pending
application(s), if any, are also closed.
[Justice Yogesh Khanna] Member (Judicial)
[Mr. Ajai Das Mehrotra] Member (Technical)
R.N./Manu
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