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Judgment
(Hybrid Mode)
Oral Judgment: Justice Sharad Kumar Sharma, Member (Judicial):
The Appellant in the instant Company Appeal, preferred under Section 421 of the Companies Act, 2013, puts a challenge to the impugned order dated 06.02.2026 as passed by the Ld. NCLT, Bengaluru Bench in CA/103/BB/2025 as preferred in CP/74/BB/2025. The consequential effect of the impugned order had been that, in the proceedings under Section 58 of the Companies Act, 2013, the application for condonation of delay as preferred in CA/103/BB/2025 has been allowed, resulting into a condonation of 36 days of delay that has chanced in preferring the petition, CP No. 74/BB/2025.
If we meticulously scrutinise the provisions contained under sub-section 3 of Section 58 of the Companies Act, 2013, it doesn’t create a bar or an absolute restriction that a proceedings, which is preferred beyond the lapse of time period as it has been prescribed therein under Section 58(3) of the Companies Act, 2013, would not be condonable by the Ld. Tribunal, by exercising its powers under Section 433 of the Companies Act, 2013, which attracts the provisions of the Limitation Act, 1963, to be applied for the purposes of Condonation of delay.
In the case at hand, the Ld. Counsel for the Appellant has argued that the impugned order, condoning 36 days of delay that has chanced in preferring of the Company Petition, is bad in the eyes of law for the reason being, that the entire objections, put forth by the Appellant in the said proceedings of CA/103/BB/2025 has not been taken into consideration by the Ld. Tribunal at the time of passing of the order of condoning the delay of 36 days. Besides that, he argues that, the ailment of the deponent to the Company Petition, which has been given as the reason for the delay has not been substantiated by filing relevant medical documents in support of the said claim and hence the application deserves to be rejected.
He further argues that, the petitioner has attempted to substantiate his plea made in Para – 3 of the delay condonation application that the deponent was suffering from ailment, by filing a memorandum on 06.01.2026 along with the supporting medical documents, which should not be taken into account because he was not granted an opportunity to controvert the same and to file a rejoinder to the said memorandum, which was filed in support there to for the purposes of justifying the condonation.
There will be two-fold answer to the argument extended by the Ld. Counsel for the Appellant. So far as the aspect pertaining to the supply of documents by the petitioner on 06.01.2026 is concerned, though the Appellant in his memorandum of Appeal, under the head of "Violation of Principles of Natural Justice (Audi Alteram Partem)", has taken a plea that, no opportunity was provided to him to rebut the pleadings and documents filed by the Respondent / Petitioner before NCLT, in the entire pleading taken by him before NCLT or in his Appeal memorandum, while making the plea of non-providing of an opportunity of rebuttal to the contents of document filed along with the memo, he does not make even a whisper, that the documents filed in support of the ailment with the memo are doubtful, which couldn’t have been accepted to be read for the purposes of condonation of delay of 36 days in the light of the provisions contained under Section 433 of the Companies Act, 2013.
The second limb of argument of the Ld. Counsel for the Appellant is that when the memo was taken on record on 06.01.2026, he was supposed to be granted an opportunity to file a rejoinder. Under the law of pleadings and more particularly, in relation to the miscellaneous proceedings which relates to orders which are interlocutory in nature, rejoinder may not be constituted as to be an intrinsic part of pleadings and more particularly when it is read in context when the rejoinder was expected by the Appellant to be preferred for the purposes to deny the contents of the documents. If that be the logic, then at least, when there was no opportunity provided to the Appellant to file a rejoinder, he ought to have doubted the veracity of the documents filed in support of the ailment, which were appended with the memo filed by the Petitioner / Respondent on 06.01.2026.
The aspect of limitation, so far, relates to the implications, being drawn from the provisions contained under Section 433 of the Companies Act, 2013, the ailment in itself, as pleaded in the application, stands substantiated by the documents filed in support there to. It cannot be ruled out that, the deponent to the Affidavit which was filed in support of the Company Petition was not ailing on that particular time period, and even that is not the case of the Appellant also. The medical certificates itself are the proof of ailment, particularly when any of them are not denied or even denied at this Appellate stage. Thus, the reason which has assigned by the Ld. Tribunal, for the condonation of delay, which was on account of the ailment of the petitioner, doesn’t seem to be unreasonable.
In extension to his argument, the Ld. Counsel for the Appellant has argued that, as a matter of fact, when he filed his objection, he had specifically pleaded about there being actually a delay of 200 days and had also raised the question of maintainability. We make it very clear that at the stage when the Ld. Tribunal was considering the aspect of condonation of delay, that would be exclusively confined to be read only for the purposes of an aspect of condoning the delay based upon pleading and the memorandum filed before the Ld. Tribunal, and the condonation of delay in itself will not have any adverse effect so far as the question of maintainability of Company Petition is concerned, it is hoped and trusted that would be altogether an independent question to be argued by the Appellant, when the Company Petition itself is considered on its merits.
Because of the fact that there is a satisfaction recorded by the Ld. Tribunal in relation to the medical documents filed in support there to with delay condonation application, we feel that the reasons for delay is not to be meticulously explained by the Applicant, as contrary to the expectations of the Appellant that each day delay was required to be explained, and that it would be preposterous thought that at the stage of considering the application for condonation of delay, a meticulous explanation of each days delay was required, particularly when condonation is considered in context of number of days sought to be condoned, which is not inordinate, and under law it could be condoned.
Condonation of delay also entails an exercise of discretionary powers under the given set of facts before the Ld. Tribunal where a pragmatic view has to be adopted by the Ld. Tribunal in order to ensure that, the lis between the parties is decided on its merits rather than on technicalities of limitation, it is seen that a rational attitude has been adopted by the Ld. Tribunal, to serve the interest of justice, by condoning the 36 days of delay in preferring of the proceedings under Section 58 of the Companies Act, 2013, and therefore this doesn’t call for any interference by this Appellate Tribunal in the exercise of our Appellate jurisdiction under Section 421 of the Companies Act, 2013.
Thus, the Comp App (AT) (CH) No. 42 / 2026 is dismissed. However, the exception as carved out in the body of this judgment of reserving the rights of the Appellant to raise the question of maintainability of the proceedings, that would still be an issue open to be argued before the Ld. Tribunal when the proceedings are taken up on merits.
Company Appeal (AT) (CH) No. 42 / 2026 is dismissed, and all Interlocutory Applications are closed.