Brillio Technologies Pvt. Ltd. Vs Registrar of Companies (NCLAT Delhi)
NCLAT that the NCLT has erroneously held that the Application for reduction of share is not maintainable under Section 66 of the Act, consent affidavits from the creditors is mandatory for reduction of share capital, SPA cannot be utilized for making payment to non-promoter shareholders, consent from 171 non-promoter shareholders who are not traceable is required, selective reduction of shareholders of non-promoter shareholders is not permissible. The Tribunal has dismissed the Application on untenable grounds. Therefore, we hereby set aside the impugned order passed by the Tribunal.
FULL TEXT OF THE NCLAT JUDGMENT/ORDER
The Appellant ‘Brillio Technologies Pvt. Ltd.’ filed this Appeal against the order dated 28.08.2019 passed by National Company Law Tribunal, Bengaluru (In brief ‘Tribunal’) in CP No. 53/BB/2019 whereby Appellant’s Application under Section 66 of the Companies Act, 2013 (In brief ‘the Act’) read with Rule 2 of National Company Law Tribunal (Procedure for Reduction of Share Capital of the Company) Rules, 2016 (In brief ‘Rules’) has been dismissed with the liberty to file a fresh Company Petition in accordance with law.
2. Brief facts for deciding this Appeal are that the Appellant ‘Brillio Technologies Pvt. Ltd.’ is a private Company incorporated on 19.05.1997 under the provisions of the Companies Act 1956, in the name and style of Collabera Solutions Pvt. Ltd. On 03.01.2014. the name of the Company was changed to Brillio Technologies Pvt. Ltd. The registered office of the company is situated at No. 58, First Main Road, Mini Forest, J.P. Nagar, 3rd Phase, Bangalore. The main objects of the Company are to inter alia carry on business of publishing Multimedia Web-site for Companies, Corporations, Institutions individuals and entities including text, audio, video, images, graphics, animation and other forms of information representations etc.
3. The latest authorized share capital of the Company as on 31.03.2018 is as follows:-
