National Company Law Tribunal, New Delhi: Cyrus Investment, the petitioners filed an application under Rule 11, read with Rule 16 of the NCLT Rules, 2016 with a prayer for transfer/reassignment of the Company Petition No. 82/2016 pending before the NCLT, Mumbai Bench to any other appropriate Bench other than the Bench comprising Shri B.S.V. Prakash Kumar, Member (J) and Shri V. Nallasenapathy, Member (T).
The appellants Cyrus Investments Pvt. Ltd. and Sterling Investment Corporate Pvt. Ltd., both shareholders of 1st Respondent Company Tata Sons Limited, had earlier preferred Company Petition No. 82 of 2016 before the National Company Law Tribunal, Mumbai under Sections 241, 242 and 244 of the Companies Act, 2013 alleging continuing act of ‘Oppression & Mismanagement’ of members of 1st Respondent. The NCLAT, Mumbai Bench, holding that shareholding of 10% must be computed by including preference share capital along with equity share capital, granted waiver to the appellants’ entities falling in the filing criteria of having 10 per cent shares of Tata Sons so as to enable them to file application under Section 241.
Learned Senior Counsel for the appellants argued that the Mumbai Bench of the NCLT has already prejudged the facts specifically relating to the applicants and thus he apprehended by virtue of a reasonable inference that the same Bench would not be able to deal with the same issues fairly. Learned Senior Counsel for the respondents stated that there is active concealment on the part of the applicants as they want to opt for the relief by forum shopping.
While adjudicating the question on whether any case is made out for the transfer of proceedings from the NCLT, Mumbai Bench to any other appropriate Bench at the Delhi forum, the Tribunal explicitly held that there is no rule of universal application that if a finding has been recorded while discussing a preliminary issue, then such a judge is disqualified to hear the matter. Dismissing the plea of transferring the petition to any other Bench instead of NCLT, Mumbai Bench, the Tribunal held that the appeal was devoid of any merit, thereby, imposing a penalty of Rs. 10 lakh to be borne equally by Mr. Mistry’s two investment firms. [Cyrus Investment v. Tata Sons Ltd., 2017 SCC OnLine NCLT 1257, decided on 6.10.2017]