O R D E R

(Hybrid Mode)

23.08.2024:

The Appellant invokes the provision contained under Section 421 of the Companies Act, 2013, for the purpose of putting a challenge to the Impugned Judgment dated 20.06.2024, as it has been passed by the National Company Law Tribunal, Bengaluru Bench, Bengaluru in CP(IB) No.100/BB/2021 by the Impugned Judgment in question, which was rendered in the proceedings under Section 58 & 59 of Companies Act, 2013, to be read with Rule 11 & 70 of the NCLT Rules. On the issue of the transfer of shares by way of succession which was the subject matter of consideration, the Learned Tribunal had ultimately come to a conclusion that since the dispute is that of inheritance of shares by way of succession, it would initially be a question of succession to be decided by a competent Civil Court and accordingly the Tribunal by the Impugned Judgment issued the following order: -

“12. In the result, the instant Company Petition bearing CP No

100/BB/2021 is disposed of with the following directions:

1. The Company (Respondent No. 1) is directed to furnish copies of all documents submitted by the Second Respondent, to the Petitioners herein, within a period of two weeks from the date of this order;

2. The Petitioners are granted further six weeks’ time to submit the relevant documents, especially Succession Certificate obtained from Competent Civil Court, duly impleading the Company and Second Respondent in the case.

3. The Company should also give fair opportunity to Respondent No.

2 so as to submit his contentions.

4. After submitting the relevant documents by the Parties, the Company is directed to take a final decision as per law by passing speaking order.

5. Any party aggrieved by final decision of the Company to be taken, is granted liberty to approach this Tribunal, in accordance with law. 6. The Company is further directed to maintain status quo with regard to dealing with shares in question till a final decision is taken by the Company in terms of this order.

7. This Instant Petition CP No 100/BB/ 2021 is disposed of, along with any lA’s, 8. No order as to costs”.

In fact, by the directions issued in para 12 as extracted above, there has been no adjudication of lis on merits; rather only a procedural formality was directed to be complied with before taking a call on the proceeding in accordance with the provisions under Sections 58 & 59 of the Companies Act. The Appellant has certain reservations with regards to the direction issued under Subclause 2 of Para 12 of the order for the purposes of procurement of ‘Succession Certificate’, to substantiate his right of inheritance. After arguing for some time, the Learned Counsel for the Appellant, upon instructions from the Appellant seeks permission to withdraw the appeal with the liberty that if he prefers application for the grant of Succession Certificate as per Subclause 2 of Para 12 of the Impugned Judgment, the competent Civil Court dealing with the process of granting the Succession Certificate may expedite the proceedings so as to enable her to get the same within the prescribed time limit as in the NCLT order. Since the said request being routine in nature, a request is made to the Competent Civil Court having jurisdiction to grant the relevant Succession Certificate, to decide on the application and to issue the same as expeditiously as possible. It is made clear that we have not ventured into the merits of the matter at all at this stage. Accordingly, Comp App (AT) (CH) No.53/2024 is dismissed as withdrawn subject to the aforesaid liberty.

[Justice Sharad Kumar Sharma]

Member (Judicial)

[Jatindranath Swain] Member (Technical)

VG/TM