Manohar

S.No.1

ATTENDANCE CUM ORDER SHEET OF THE HEARING HELD ON 07-05-2026 AT 12:30 P.M.

u/s. 241 of Companies Act, 2013

O R D E R

IA (CA) 301/2024

Present: Ms. Kopal Sharraf, Learned Counsel for the Applicant.

Mr. Shrinivas Deshmukh, Ld. Counsel for the Respondent.

Orders pronounced, recorded vide separate sheets.

In the result, this application is allowed and disposed of.

[Under Rules 11, 14, 15 and 155 of National Company Law Tribunal Rules, 2016]

Between:

Opus Developers and Builders Private Limited

Sy No. 162P and 164, Ameenpur village,

Post Miyapur, Bachupally Road,

Sangareddy Dist., Telangana 502 302.

...Applicant

AND

1. Sunway Opus International Private Limited

No. 8-2-120, 1st Floor, Block A,

Palace View Estate, Road No. 2,

Banjara Hills, Hyderabad,

Telangana 500 034

2. Sunway City India Private Limited

No. 20, Uniworth Plaza, Sankey Road,

Bangalore, Karnataka 560 020

3. Sunway City (Singapore) Pte. Ltd.

2 Venture Drive, #11-28, Vision

Exchange, Singapore 608 526

4. Sunway City Sdn Berhad

Level 17, Menara Sunway,

Jalan Lagoon Timur,

Bandar Sunway, 47500 Subang Jaya,

Selangor Darul Ehsan, Malaysia

5. Sunway Berhad

Menara Sunway, Jalan Lagoon Timur

Sunway City, Subang Jaya,

Selangor Darul Ehsan, Malaysia

…Respondents

Coram:

Hon’ble Shri Rajeev Bhardwaj, Member (Judicial)

Hon’ble Shri Sanjay Puri, Member (Technical)

Counsels Present

For Applicant : Mr. Avinash Desai, Ld. Senior Counsel along with

Ms. Kopal Sharraf, Ld. Counsel

For Respondent : Mr. Shrinivas Deshmukh, Ld. Counsel

The Application is filed by M/s Opus Developers and Builders Private Limited (Applicant) under Rules 11, 14, 15 and 155 of National Company Law Tribunal Rules, 2016, seeking permission of this Tribunal to take on record an Additional Affidavit containing subsequent facts and documents which are stated to be essential for the complete and effective adjudication of the main Company Petition.

APPLICANT’S SUBMISSIONS

1. The Applicant herein is the Petitioner in the main Company Petition filed under Sections 241 and 244 of the Companies Act, 2013. It is claimed that subsequent to the filing of the Company Petition, certain material facts and events have come to its knowledge which are germane for the complete and effective adjudication of the Company Petition.

2. It is submitted that the Applicant had already averred in the main Company Petition that, the Board of the Respondent No.1 Company comprised only nominee directors of the Sunway Group, which is in contravention of the Articles of Association of the Company. According to the Applicant, these nominee directors have conducted themselves carelessly, rendering the Petitioner unable to exercise its legal and proprietary rights, resulting in a continuous sequence of mismanagement of the affairs of the Respondent No.1 Company. It is further submitted that the Applicant had specifically averred that the last validly convened Board Meeting of the Respondent No.1 Company was held on 05.09.2019 and that thereafter no valid Board Meetings were held nor were statutory returns filed.

3. The Applicant now seeks to bring on record certain facts and subsequent events which further highlight the acts of oppression and mismanagement of the Respondents, who continue to act against the interests of the Respondent No.1 Company. It is submitted that this Hon’ble Tribunal is vested with powers under Section 424 of the Companies Act, 2013, read with Rule 11 of the NCLT Rules, 2016, and that the proceedings under Sections 241–244 are governed by the special procedure under Part VIII of the NCLT Rules, 2016, and guided by the principles of natural justice.

4. It is further submitted that the Additional Affidavit sought to be placed on record is necessary for complete and just adjudication of the matter and that no prejudice would be caused to the Respondents, as they would have the opportunity to file their reply. It is also submitted that the facts and documents sought to be brought on record could not have been placed earlier at the time of fi