Narinder Pal Singh Sawhney & Ors vs Darshan Singh Sahni & Ors
- CitationCompany Appeal (AT) No.179/2026
Ratio decidendi
The rule this decision rests on
Where an interim direction of the Tribunal restrains implementation of a resolution pending determination of an issue before the NCLT, that restraint continues to bind the parties, and the NCLT is not precluded from giving effect to it; a party aggrieved by such a restraint must seek its vacation or modification from the appropriate forum rather than disregard it, and until it is varied, parties are expected to honour and give due regard to the order. Where an appeal is disposed of with liberty to challenge subsequent steps before the NCLT, and the underlying issue (implementation of an earlier resolution) remains pending before the NCLT, the appellate forum will not pass orders on subsequent meetings that the NCLT is competent to address; the NCLT is to be requested to hear and decide the pending issue in a time-bound manner, with all rights and contentions of the parties kept open.
Written by Miss Lucy from the judgment below, not taken from a headnote.
Judgment
As delivered
NATIONAL COMPANY LAW APPELLATE TRIBUNAL PRINCIPAL BENCH NEW DELHI Company Appeal (AT) No.179/2026 In the matter of: Narinder Pal Singh Sawhney and Ors Appellant Vs Darshan Singh Sahni & Ors Respondent For Appellant:Mr Ravi Prakash, Sr Advocate, Mr Debopriyo Moulik, Advocate. For Respondent:Mr. Aditya Madaan, Mr. Akhand Pratap Singh Gaur, Advocates. ORDER
HYBRID MODE 11.05.2026: This appeal is filed against an impugned order dated 15.04.2026
passed by Ld. NCLT, New Delhi in New IA(Co.Act)-141/2026 in CP No.180/2024,
which application was under Rule 11 read with Rule 32 filed by the Respondent
The relief sought was a stay on holding of EOGM proposed to be held on
18.04.2026, being in contravention of the directions issued by this Tribunal in
Company Appeal (AT) No.350/2024, during the pendency of the company
petition.
2. We have perused our earlier order dated 24.10.2024 wherein the following
directions were given:-
"It is the submission of the learned counsel for the appellant, while both the Company Petitions are pending before the learned NCLT, the Respondents are acting in haste and had called for an EOGM wherein the agenda is to remove the Appellant from the Board of Directors of M/s Sawhney Builders Pvt Ltd on allegations of misconduct. IT is submitted the allegations are false.
In any case, it is fairly submitted by the learned counsel for the Respondent No.2 to 4 that though the meeting is to be held on 30th October, 2024 but they would not implement the resolution passed qua removal of appellants, if any, till further orders passed by the learned NCLT. Let both the petitions be now placed before the learned NCLT on 4th November, 2024 and till further orders of the learned NCLT qua the correctness of proceedings of meeting dated 30.10.2024. The decision on aforesaid be not implemented.
The appeal stands disposed of. Pending applications are also disposed of. The rights and contentions of both the parties shall remain in tact."
3. Now coming to the impugned order we note the Ld. NCLT has held as
follows:-
"However, the peculiar facts of this matter that the Hon'ble NCLAT has recorded that the decision on the removal of the applicant shall not be taken till the application on this issue is decided by this Tribunal. Admittedly, those applications are still pending. Therefore, it is not appropriate for the Respondent to take any decision till this Tribunal decides the application regarding removal of the applicant. The contention of the Respondent that they want to move to the Hon'ble NCLAT has no merit as there is no prohibition under the law for the Respondent to move to the Hon'ble NCLAT seeking vacation of the said order or seeking any modification of that order. Till the order is in force, it is expected from the parties to honour and give due regard to that order.
4. Vide the impugned order though the Ld. NCLT has not given any stay on
the holding of the EOGM but because of the fact there already exists an order
dated 24.10.2024, the Ld. NCLT has directed the resolution though passed in
the EOGM 18.04.2026 be not given effect to and in fact the issue regarding the
removal of the applicant viz Respondent No.1 be not considered in the said
Meeting.
5. It is submitted by the Learned counsel the impugned order relies upon the
order dated 24.10.2024 of this Tribunal wherein a request was made to dispose
of the petition as early as possible. The issue qua implementation of the
resolution of 30.10.2024 is still pending. It is urged learned NCLT be directed to
take up the issue of implementation of resolution dated 30.10.2024, hence we
are not inclined to pass any order qua subsequent meetings as the Appellant has
liberty to challenge it before the Ld. NCLT and thus we dispose of this appeal
while requesting the Ld. NCLT that the issue qua implementation of resolution
dated 30.10.2024 be heard and disposed of in a time bound manner preferably
within two months from the next date of hearing before it. All rights and
contentions of the parties shall remain open.
6. Pending IAs No.3416/2026 and 3417/2026 are disposed of.
(Justice Yogesh Khanna) Member (Judicial)
(Mr. Ajai Das Mehrotra) Member (Technical) Bm/rr
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