Failure to comply with a tribunal's order results in contempt of court proceedings, as defined under the Companies Act and Contempt of Court Act.

NATIONAL COMPANY LAW TRIBUNAL

COURT ROOM NO. 1,

MUMBAI BENCH

Item No. 29

CONT.A./6(MB) 2025 In CP/4173(MB)2018

CORAM:

SH. PRABHAT KUMAR SH. SUSHIL MAHADEORAO KOCHEY HON’BLE MEMBER (TECHNICAL) HON’BLE MEMBER (JUDICIAL)

ORDER SHEET OF THE HEARING ON 21.07.2025

NAME OF THE PARTIES: MIHIR DESAI V/s GOSU INVESTMENT AND

FINANCE PVT LTD

Section 58(3) and 425 of the Companies Act, 2013 and Rule 11 of NCLT

__________________________________________________________________

ORDER

1) Ms. Vyoma Joshi, Ld. Counsel for the Petitioner is present. Mr. Gauraj Shah

a/w Ms. Mamta Magare and Mr. Anurag Jadhav, Ld. Counsel for Respondent Nos. 2 and 3 are present. None present for other Respondents, when the

matter is called out.

2) The present Interlocutory Application has been filed by the Petitioner/Mihir

Desai seeking direction against the Respondents for wilful disobedience of the

Order passed by this Bench on 28.06.2024, in the main Company Petition.

3) Ld. Counsel for the Applicant submits that this Bench vide Order dt.

28.06.2024, passed in the main Company Petition directed the Respondent No.1/Company to transmit the shares held under Share Certificate No. 23 in favour of the Petitioner within 30 days from the date of communication of the

Order. Pursuant thereto, on 29.06.2024, the Petitioner addressed an E-mail to the Advocates for the Respondent intimating them regarding the directions passed in the said Order and requested communication of the same to the Respondents. Further, various additional correspondence were also addressed by the Petitioner through its Advocates, to ensure that the Respondents were informed regarding the directions passed by this Tribunal.

4) Ld. Counsel for the Applicant submits that in spite of the same, even upon expiry of 30 days since the date of communication of the Order, the Respondents failed to comply with the directions contained therein.

5) Record reveals that the Company Appeal (AT) No. 233 of 2024 was also filed before the Hon’ble Appellate Tribunal against an Order of this Bench dt. 28.06.2024, subsequently, the said Appeal was dismissed by the Hon’ble Appellate Tribunal on 22.08.2024. On 14.11.2024,_Respondents filed Special Leave Petition (D) No. 52884 of 2024 ("SLP") before the Hon’ble Supreme Court, challenging the Order of the Hon’ble Appellate Tribunal dt. 22.08.2024, which was also dismissed by the Hon’ble Supreme Court, vide Order dt. 02.12.2024. It means that the Order dt. 28.06.2024, passed by this Bench in the main Company Petition attained finality and still there is no sight of Respondents rectifying the register of Member and transmitting Petitioner's name.

6) It is lastly submitted that since the last correspondence issued by the Advocate of Respondent Nos. 3 and 4 on 02.08.2024, there has neither been any compliance with the Order nor issuance of any further correspondence on the matter by them. In the absence of any stay on the operation of the Order there is no reasonable basis for Respondent No. 1/Company, to refrain from transmitting the shares under Share Certificate No. 23 in favour of the Petitioner. Yet, in spite of the specific direction of this Tribunal, the Respondents have contumaciously refused to transmit the shares, till date, even upon expiry of the specified timeline.

7) The defiance of the order dt. 28.06.2024 is apparent on the face. It would be quite apposite and appropriate to note that in the matter of Celir LLP Vs. Sumati Prasad Bafna and Ors. {Contempt Petition (C) Nos. 158-159 of 2024} the Hon’ble Supreme Court at Para 199 of its order dated 13.12.2024 said that “Even in the absence of such specific mandates, the deliberate conduct of parties aimed at frustrating court proceedings or circumventing its eventual decision may amount to contempt. This is because such actions strike at the heart of the judicial process, undermining its authority and obstructing its ability to deliver justice effectively. The authority of courts must be respected not only in the letter of their orders bu