Exclusion of Minority Shareholders is Oppression, NCLT Cuttack Restores Directors

Ajay Somani Vs Sparsh Multispeciality Hospital Private Limited (NCLT Cuttack)

NCLT Appoints Administrator in Minority Shareholders Oppression and Mismanagement Dispute

The National Company Law Tribunal (NCLT), Cuttack Bench, decided Company Petition No. 61/CB/2022, along with IA (Companies Act) No. 34/CB/2025 and CA No. 11/CB/2025, filed under Sections 210(2), 213, 221, 241 and 242 of the Companies Act, 2013 read with Rule 11 of the NCLT Rules, 2016. The petition was filed by Ajay Somani and Pradeep Pal alleging oppression and mismanagement in the affairs of Sparsh Multispeciality Hospital Private Limited by Respondent Nos. 2 and 3, who were stated to be majority shareholders and in effective control of the management.

The petitioners alleged that Respondent Nos. 2 and 3 managed the hospital and company in a fraudulent, arbitrary, non-compliant and unethical manner. According to them, there was no proper billing mechanism or standard schedule of charges, resulting in arbitrary billing of patients and financial loss to the company. They relied upon audit observations presented during the Annual General Meeting held on 27.09.2022. They further alleged irregularities in relation to beneficiaries under the Ayushman Bharat Scheme, including collection of cash from beneficiaries, leading to action by the District Administration and Health Authorities, including an order dated 06.11.2021 directing refund of ₹1,81,462, which was stated to have been refunded. They also referred to notices issued by the Chief Medical Officer regarding cash collections beyond the Ayushman limits.