Cochin Aircraft Maintenance Company Limited Vs Registrar of Companies- Kerala (NCLT Kochi)
NCLT Kochi held that proposed reduction of paid-up capital is justified on commercial grounds, duly approved by the shareholders, and does not adversely affect any creditors, employees, or other stakeholders. The reduction is proportionate and lawful u/s. 66 of the Companies Act, 2013.
Facts- This application has been filed under Section 66 of the Companies Act, 2013, by the Managing Director of M/s. Cochin Aircraft Maintenance Company Limited seeking reliefs that the reduction of capital resolved on by the special resolution set out in paragraph 8 above be confirmed. Further, requirement of issuing notice to creditors may be dispensed as there are no Secured or Unsecured creditors with respect to the company, and for which certificates from the statutory Auditors have been obtained.
Conclusion- Held that the proposed reduction of paid-up capital is justified on commercial grounds, duly approved by the shareholders, and does not adversely affect any creditors, employees, or other stakeholders. The reduction is proportionate and lawful under Section 66 of the Companies Act, 2013. Accordingly, this Tribunal allows the application and directs that the paid-up share capital of the Company be reduced from ₹1,13,58,450/- to ₹25,83,450/-, divided into 2,58,345 equity shares of ₹10/- each, by returning ₹87,75,000/- to the shareholders in proportion to their respective holdings. The Managing Director of the Petitioner Company is authorized to take all necessary actions to implement this order, including filing the requisite petitions and forms with the Registrar of Companies, Kerala, and ensuring compliance with any further directions from statutory authorities.
