The Tribunal ruled that the period during which judicial stay orders exist, which prevent a party from acting upon an investigation report, must be excluded when computing the limitation period for filing an amendment application to introduce a claim for fraudulent conduct under the Companies Act.

Appearances:

For the Applicant : Mr. Aditya Sikka

For the Respondents : Mr. Harsh Shah for R-1; Ms. Aditi Bhatt for R-3 & R-4; Ms. D. Prachi for R-5; Mr. Raghav Seth for R-6 & R-7; Mr. Kunal Mehta for R-8, R-9 & R-14; Mr. Amir Arsiwala for R-11; Mr. Chirag Naik for R-12; Mr. Prashant Singh for R-20 & Mr. Varun Satiya for R-21

ORDER

Per: Coram

1. The present Application has been filed under Rule 11 of the NCLT Rules, 2016 to amend Company Petition No. 3638 of 2018, specifically seeking to introduce prayer (e) based on the findings of the SFIO Investigation Report on IL&FS Financial Services Ltd. ("IFIN Investigation Report").

2. The Applicant/Original Petitioner (Ministry of Corporate Affairs ("MCA")), vide order dated 30.09.2018, directed the Serious Fraud Investigation Office ("SFIO") to investigate the affairs of Infrastructure Leasing and Financial Services Ltd. and its subsidiaries. Accordingly, MCA filed a Company Petition against IL&FS under Sections 241-242 of the Companies Act, 2013 on 01.10.2018. SFIO subsequently submitted its Investigation Report on IFIN to MCA on 28.05.2019, pursuant to which MCA, vide order dated 29.05.2019 ("Sanction Order"), directed SFIO to initiate prosecution against the accused named therein and sought interim attachment of their movable and immovable properties.

3. MCA filed “Amendment Application I” (MA No. 2696/2019) on 05.08.2019 seeking this tribunal’s permission to amend the Company Petition. In the interregnum, BSR filed W.P.(Crl). 4144-4145 of 2019 before the Hon'ble Bombay High Court challenging the Sanction Order, the initiation of CC No. 20 of 2019, and the constitutionality of Section 140(5) of the Act. The Bombay High Court, vide judgment dated 21.04.2020, quashed and set aside the Sanction Order. MCA challenged this before the Hon'ble Supreme Court in Criminal Appeal No. 2305-2307 of 2022, which vide judgment dated 03.05.2023 set aside the Bombay High Court judgment.

4. Meanwhile, this Tribunal vide order dated 25.11.2019 allowed Amendment Application I, permitting MCA to amend the Company Petition on the basis of the IFIN Investigation Report. MCA carried out the amendments on February, 2024, accordingly and also added prayer (e). The Respondents challenged the tenability of the amendments to the captioned Petition by filing various applications. This Tribunal vide order dated 22.07.2024 upheld the inclusion of prayer (e), Deloitte and its partners challenged the same before the Hon'ble NCLAT. Vide order dated 15.05.2025, Hon’ble NCLAT directed deletion of prayer (e), and granted liberty to the Applicant to file a fresh amendment application. The relevant extract reads:

"29. We are satisfied that the Appellants have made out a case for allowing the prayers made in CA No.60 of 2024 and direct the Union of India to delete relief (e) incorporated in the amended Company Petition No.3638 of 2018. We, however, make it clear that allowing CA No.60 of 2024 and other applications filed by the Appellants praying similar relief shall not preclude the Union of India to file a fresh application for amendment of prayers in the company petition as per leave, which was granted on 25.11.2019 by the NCLT by allowing the amendment application MA No.2696 of 2019.

30. In result, all the appeals are allowed. The impugned order dated 22.07.2024 passed in CA No.60 of 2024 and other Company Applications is set aside. CA No.6