Companies Act, 2013 – ss. 230 to 232 – Continuation of proceedings before NCLT – Aggrieved by the sale transaction between FRL-RG, respondent initiated an arbitration proceeding before the Singapore International Arbitration Center (SIAC) – Respondent obtained an injunction order from an Emergency Arbitrator appointed in pursuance of the arbitration agreement between the parties, by which FRL was injuncted from taking any steps to materialize the deal, including injunction against proceedings before various Regulatory authorities – Meanwhile, CCI and SEBI approved the composite scheme proposed following the suit filed by the appellant-FRL – Thereafter, appellant-FRL filed sanction of the composite scheme of arrangement under the provisions of ss.230 to 232 of the Companies Act before NCLT and the same was pending – Supreme Court in SLP(civil) No. 13556-57 of 2021 by an interim order directed all the authorities i.e. NCLT, CCI and SEBI not pass any order for a period of four weeks – In W.P.(c) No.48 of 2022 before the Supreme Court, petitioner submitted that the NCLT proceedings for grant of final approval of the proposed scheme ought to continue as the culmination in the final order would take six to eight months for completing all the steps as required under the Companies Act, 2013 – Now, in the instant case, it was submitted that FRL is incurring expenditure everyday and there is an imminent threat of insolvency – Any delay in the proceedings before the NCLT will have serious ramifications and virtually render the agreement between FRL-RG redundant – Furthermore, the livelihood of employees of FRL was also at stake – Also, the continuation of the NCLT proceedings will not adversely affect respondent in any manner – Held: Considering the nature of the dispute and the fact that the proceedings before the NCLT are at advanced stage (at stage serial No.8, as per pleadings) along with the fact that the appellant has incurred certain expenditure with respect to such proceedings, the appellant is given liberty to approach the High Court by filing an application seeking continuation of the NCLT proceedings beyond the stage at serial no. 8.
As published in the Supreme Court Reports, Supreme Court of India. Text from the Indian Supreme Court Judgments open data set (Dattam Labs), CC BY 4.0.
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