# In the matter of Shri Bharat Kumar Agarwal Vs M/s Shri Bankhandi Nath Developers Pvt. Ltd. CA (AT) No. 72 of 2017

> NCLAT judgment dated 2018-08-23. Citation: TCN-2018-NCLAT-00138. The case involves appeals against a common judgment passed by the National Company Law…

- **Court:** NCLAT
- **Order date:** 23 Aug 2018
- **Citation:** TCN-2018-NCLAT-00138
- **Category:** IBC
- **Source page:** https://caseease.in/cases/ibc/nclat-new-delhi/shri-bharat-kumar-agarwal-vs-ms-shri-bankhandi-nath-developers-pvt-ltd-ca-334bbe00

## Summary

### Background

The case involves appeals against a common judgment passed by the National Company Law Tribunal (NCLT), Allahabad Bench, concerning allegations of oppression and mismanagement within Shri Bankhandi Nath Developers Pvt. Ltd. The NCLT order declared both groups of petitioners in Company Petition (CP) 99/2012 and CP 86/2013 guilty of committing acts of oppression and mismanagement and declared both petitioners as Directors of the Board of the Company. The NCLT also appointed Shri Anil Kumar as the 5th Director to enable the Board to take majority decisions on specific issues, including legal action regarding sale deeds and the shifting of the company's registered office. The appeals challenge the NCLT's findings and orders, particularly regarding the reinstatement of

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## Facts

Shri Bharat Kumar Agarwal and Dharmendra Kumar Rathore & Anr filed appeals against the order of the NCLT, Allahabad Bench. The appeals are interconnected and relate to allegations of oppression and mismanagement within Shri Bankhandi Nath Developers Pvt. Ltd. The company was incorporated on 07.07.2011, with Respondents 2 & 3 being the initial shareholders and directors. On 11.7.2011, Respondents 2 & 3 allegedly transferred 50% of their shares to the Appellants via a Board Resolution. On 12.7.2011, an agreement to sale was executed between Respondent 1 Company and Respondent No. 4 for the sale of land for Rs. 328,00,000, with Rs. 1,00,00,000 as advance. The Appellants were inducted as Directors on 18.07.2011. In October 2011, the Respondent group allegedly

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## Issues and analysis

### Issue 1: Whether there is oppression on part of …

**Ratio:** The principle of oppression involves conduct that is burdensome, harsh, and wrongful. It

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**Reasoning:** The tribunal found that both groups failed to maintain standards of probity, fair play,

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**Interpretation:** Oppression, in the context of company law, refers to actions that are unfairly

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**Application:** The tribunal applied this principle to the facts, finding that both the

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## Parties

- **Judges:** S.J. Mukhop…; Balvinder…
- **Appellants:** Bharat Kumar…
- **Respondents:** Bankhandi Nath…; M/s Shri Bankhandi…
- **Advocates:** Naveen D…; Mansummer…; +7 more

## Timeline

- **2011-07-07 — Company Incor…**: Shri Bankhandi Nath Developers Pvt. Ltd. was incorporated with Respondents 2 & 3 as the…
- **2011-07-11 — Share Tra…**: Respondents 2 & 3 allegedly transferred 50% of their shares to the Appellants via a Board…

## Legal provisions

- [Insolvency and Bankruptcy Code, 2016, Section 242 — Power to remove difficulties](https://caseease.in/legal-provisions/insolvency-and-bankruptcy-code-2016/section-242)

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