U -Turn Housing Private Limited vs Registrar Of Companies

1

NATIONAL COMPANY LAW APPELLATE TRIBUNAL PRINCIPAL BENCH NEW DELHI COMPANY APPEAL (AT) NO.246/2025 IN IA NO.5932, 6011 OF 2025 In the matter of: U-Turn Housing Pvt Ltd Appellant Vs Registrar of Companies, New Delhi Respondent For Appellant:Mr Parikshit Mahipal, Mr. Ashok K Goel, Advocates For Respondent: ORDER

HYBRID MODE 18.11.2025: IA No.6011/2025 is taken up in this appeal.

2. This IA is for condonation of delay of 340 days in filing the Company

Appeal. Paras 2 and 3 of the said application are as under:-

"2. That although the appellant came to know about the impugned order dated 21.02.2023, only on 07.12.2023 in response to the communications made to the counsel, who was handling the said appeal before the adjudicating authority and as such the accompanying appeal is being filed within a period of 45 days from the date of knowledge of the impugned order of adjudicating authority as per the provisions of Section 421(3) of the Companies Act, 2013, but yet as the registry of the NCLAT has raised objection regarding the appeal being time barred, the appellant is filing the present application as an abundant precautions to avoid delay in listening of the accompanying appeal for hearing, without prejudice to its contention that the accompanying appeal is within the prescribed period of limitation as per section 421 of the Companies Act, 2013.

2 3. That there has been a considerable delay of 340 days from the date of impugned order, but as per section 421(3) of the Companies Act, 2013 the period in filing the appeal ought to be counted/calculated from the date of receipt of the order, which was 07.12.2023 as before that the appellant was not aware about the said impugned order, as before that the appellant was confined to judicial custody.

3. It is the submission of the learned counsel for the appellant the appellant

was not aware of the impugned order as he was in Jail for quite sometime and

was released only in November, 2023 and then he came to know of this order

only on 07.12.2023 and thereafter had filed this appeal, within 45 days' delay.

Though he pleaded he was in judicial custody till November, 2023 but admittedly

the company had another director too and the appeal could have been filed by

such director. Further the question as to if we have any power to look for reasons

for not filing the appeal beyond the extended period of 45 days, as provided under

Section 421(3) of the Companies Act, 2013, we need to refer to ROC, Guwahati

Vs Gomukhi Constructions (P) Ltd & Ors, Company Appeal (AT) No.227 of 2025

wherein this Tribunal held: -

In Bengal Chemists and Druggists Association Vs Kalyan Chowdhury (2018) 3 Supreme Court Cases 41 the Hon'ble Supreme Court has held as under:-

4) A cursory reading of Section 421(3) makes it clear that the proviso provides a period of limitation different from that provided in the Limitation Act, and also provides a further period not exceeding 45 days only if it is satisfied that the appellant was prevented by sufficient cause from filing the appeal within that period. Section 433 obviously cannot come to the aid of the appellant because the provisions of the Limitation Act only apply "as far as may be". In a case like the present, where there is a special provision contained in Section 421(3) proviso, Section 5 of the Limitation Act obviously cannot apply.

3 5) Another very important aspect of the case is that 45 days is the period of limitation, and a further period not exceeding 45 days is provided only if sufficient cause is made out for filing the appeal within the extended period. According to us, this is a peremptory provision, which will otherwise be rendered completely ineffective, if we were to accept the argument of learned counsel for the appellant. If we were to accept such argument, it would mean that notwithstanding that the further period of 45 days had elapsed, the Appellate Tribunal may, if the facts so warrant, condone the delay. This would be to render otiose the second time limit of 45 days, which, as has been pointed out by us above, is peremptory in nature.

6) We are fortified in this conclusion by the judgment of this Court in Chhattisgarh SEB v. Central Electricity Regulatory Commission, 2010 (5) SCC 23. The language of Section 125 of the Electricity Act, 2003, which is similar to the language contained in Section 421 (3) of the Companies Act, 2013, came up for consideration in the aforesaid decision. The issue that arose before this Court was whether Section 5 of the Limitation Act can be invoked for allowing the aggrieved person to file an appeal beyond 60 days plus the further grace period of 60 days This Court held that Section 5 cannot apply to Section 125 of the Electricity Act in the following terms:

"25. Section 125 lays down that any person aggrieved by any decision or order of the Tribunal can file an appeal to this Court within 60 days from the date of communication of the decision or order of the Tribunal. Proviso to Section 125 empowers this Court to entertain an appeal filed within a further period of 60 days if it is satisfied that there was sufficient cause for not filing appeal within the initial period of 60 days. This shows that the period of limitation prescribed for filing appeals under Sections 111(2) and 125 is substantially different from the period prescribed under the Limitation Act for filing suits, etc. The use of the expression "within a further period not exceeding 60 days" in the proviso to Section 125 makes it clear that the outer limit for filing an appeal is 120 days. There is no provision in the Act under which this Court can entertain an appeal filed against the decision or order of the Tribunal after more than 120 days."

4 The aforesaid judgment was reiterated and followed in ONGC v. Gujarat Energy Transmission Corporation Limited, 2017 (5) SCC 42 at Para 5.

4. Thus in view of the above, we are not inclined to condone the huge delay

since is not within the grace period of 45 days, per Section 421(3) of the

Companies Act, 2013. The application is, therefore, dismissed. Consequently,

the Company Appeal is also dismissed, being beyond limitation.

5. Pending applications are also disposed of.

(Justice Yogesh Khanna) Member (Judicial)

(Mr. Ajai Das Mehrotra) Member (Technical) Bm/rr