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Judgment
ORDER
17.02.2022 Heard Mr. M.S. Krishana, the Learned Sr. Counsel for the Appellants as well as Mr. Karthik Seshadri, the Learned Counsel for Respondent No. 1.
The Appellants have preferred the instant Company Appeal(AT)(CH) No. 12/2022 before this ‘Tribunal’ dissatisfied with the impugned order dated 17.01.2022 passed in (a) I.A. 882/2020 in I.A./731/2020, (b) IA/1199/2020 and (c) IA(Companies Act)/16(CHE)/2021 in IA/882/2020 in CP No. 387 of 2020 by the National Company Law Tribunal, Division Bench-II, Chennai.
According to the Learned Counsel for the Appellants, the impugned order dated 17.01.2022 is contrary to the ambit of undertaking dated 18.01.2022 submitted by the Appellants before the ‘Tribunal’.
Added further, it is projected on the side of the Appellants that the Appellants merely undertook not to effect the ‘Resolutions’ passed till the next date of ‘Hearing’ dated 22.02.2022 before the ‘Tribunal’ and contrary to this, the ‘Tribunal’ in the ‘impugned order’ had inter alia passed that the ‘status quo to be maintained until further orders by this Tribunal’ which is an incorrect in the eye of Law.
Advancing his further argument, the Learned Sr. Counsel proceeds to point out with a view to protect its interest to conduct an ‘Extraordinary General Meeting’ (through: SGHA) despite the fact that in law SSL was not entitled to any interim relief as no application has been filed and no grounds were raised to challenged Extraordinary General Meeting, the undertaking was given only in a limited context. However, the Appellants, after going through the impugned order, it come to light that the ‘status quo’ was ordered to be maintained until further orders passed by the ‘Tribunal’ (National Company Law Tribunal, Division –II, Chennai) and in this regard, the ‘Appellants’ had suffered a legal grievance.
Conversely, it is submitted on behalf of the Respondent No. 1 that the instant ‘Appeal’ per se is not maintainable in law and at the time of passing of the impugned order by the ‘Tribunal’ dated 17.01.2022, the ‘Appellants’ and Respondent No. 8, in the instant ‘Appeal’, had offered an undertaking not to give effect any resolution in the ‘Extraordinary General Meeting’ until the matter was heard fully, the orders passed in IA. Moreover, they had given an undertaking to this effect and under these circumstances the ‘impugned order’ was passed in the open Court on 17.1.2022 and there is no infirmity in the impugned order passed by the Tribunal, which requires no interference in the opinion of this ‘Tribunal’ sitting in ‘Appellant Jurisdiction’.
This ‘Tribunal’ has heard the contentions of the Learned Counsel appearing for the parties and noticed the same.
On a careful consideration of the contentions advanced on behalf of either side, this ‘Tribunal’ after going through the impugned order in (a) I.A. 882/2020 in I.A./731/2020, (b) IA/1199/2020 and (c) IA(Companies Act)/16(CHE)/2021 in IA/882/2020 in CP No. 387 of 2020 is of the earnest opinion that the ‘Interim Order’ granted until further orders to be passed by the ‘Tribunal’ (National Company Law Tribunal, Division Bench-II, Chennai) is modified to the effect that the said order shall continue till the next date of ‘Hearing’ on 22nd February, 2022 and accordingly disposed of the ‘Appeal’. There shall be no order as to costs.
Before parting with this instant Appeal, this ‘Tribunal’ makes it lucidly clear that in view of the fact that two weeks from 17.01.2022 passed to the concerned parties in the subject matter in issue and the matter is slated for ‘Hearing’ on 22.02.2022, it is open to the parties to approach National Company Law Tribunal, Division Bench-II, Chennai and to seek appropriate remedies in the pending Company Petition No. 387/2020 if the situation so warrants and desires if they so observe or advised in the matter.