National Company Law Appellate Tribunal, Chennai: In an appeal filed by Think & Learn Private Limited/ BYJU’s (‘TLPL’) against the impugned order of the National Company Law Tribunal (‘NCLT’) wherein it was directed that the shareholding of TLPL in Aakash Educational Services Limited (‘Aakash’) would not be diluted till the prayer of TLPL regarding interim reliefs was heard and decided, the Division Bench of Sharad Kumar Sharma*, J., (Judicial Member) and Jatindranath Swain (Technical Member), rejected the appeal holding that the impugned order was interlocutory and consensual thus no interference was required.
Background of BYJU’s -Aakash case
The NCLT, vide an interim order, directed the respondents to maintain the status quo in respect of their shareholding in Aakash till the next date of hearing. This order was challenged before the Karnataka High Court in a writ petition. The High Court set aside the interim order granted by the NCLT and remitted the matter back to it for fresh consideration.
After hearing all parties and receiving an undertaking from the respondents that the shares of TLPL would not be diluted, the NCLT, vide the impugned order, observed that the matter was yet to be fully heard. Thus, it was directed that the shareholding of TLPL in Aakash would not be diluted till the prayer of TLPL for the grant of interim reliefs was heard and decided by the NCLT.
Aggrieved, TLPL filed the present appeal under Section 421 of the Companies Act, 2013.
Analysis
Without expressing any opinion on the merits of the matter and considering the implications of the High Court’s order, the consent extended by TLPL, and the nature of the interim relief granted by the impugned order, NCLAT opined that the impugned order would be consensual. Additionally, since it was directed to be made a subject matter of consideration on a further date in the impugned order, the said order was exclusively interlocutory in nature. This interlocutory order has yet to be considered on its merits and given a final shape until the conduct of the final hearing, when the interim reliefs prayed for are heard and decided by the NCLAT.
Thus, NCLAT held that no interference was required in the exercise of its Appellate Jurisdiction at this stage since the impugned order was interlocutory, which did not decide any rights of the parties and consenting.
Thus, the appeal was rejected due to lack of merit.
[Think & Learn Private Limited v. Aakash Educational Services Limited, 2025 SCC OnLine NCLAT 1024, decided on 00-00-2025]
*Judgment authored by: Justice Sharad Kumar Sharma (Judicial Member)
Advocates who appeared in this case:
For the appellant: Senior Advocate SR. Rajagopal, Pooja Mahajan, Arveena Sharma, Ichchha Kalash, Samridhi Shrimali, Lakshana Viravalli, and S. Madhusmitha
For the respondents: Senior Advocate E. Om Prakash, Vishnu Mohan, D. Venkata Krishna, Rithika, Senior Advocate Arun Kathpalia, AR. Ramanathan, Anmol Tayal, S. Sriraman, andSenior Advocate Dhyan Chinnappa
