When a stay on the implementation of a director's removal is in effect, subsequent resolutions on the same issue should not be implemented until the primary dispute is resolved by the tribunal in a time-bound manner.

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