1. Corporate Dispute Resolution and Adjudication
- The National Company Law Tribunal (NCLT) is the quasi-judicial authority established under the Companies Act, 2013, to resolve disputes and enforce company law provisions.
- It acts as the primary forum for adjudicating company law matters, including those involving Public Limited Companies.
- NCLT replaces the powers of the Company Law Board, BIFR, and High Courts in company-related cases.
- It hears petitions related to oppression and mismanagement, shareholder disputes, and corporate restructuring.
2. Handling Insolvency and Bankruptcy Proceedings
- Under the Insolvency and Bankruptcy Code (IBC), 2016, NCLT is the adjudicating authority for corporate insolvency matters.
- It admits applications filed by financial creditors, operational creditors, or the defaulting company itself.
- Once admitted, NCLT appoints a Resolution Professional (RP), imposes a moratorium, and oversees the Corporate Insolvency Resolution Process (CIRP).
- If resolution fails, it orders liquidation, appoints a liquidator, and later approves dissolution.
3. Winding Up of Companies
- NCLT has the power to order compulsory winding up of Public Limited Companies under Section 271 of the Companies Act, 2013.
- It examines petitions filed by creditors, the company, or the Registrar of Companies.
- Upon satisfaction of grounds (e.g., inability to pay debts, unlawful acts, public interest), it appoints a Company Liquidator.
- It supervises the liquidation process, settles claims, and issues the final dissolution order.
4. Approval of Corporate Reorganization
- NCLT approves mergers, amalgamations, and demergers of Public Limited Companies under Sections 230–232 of the Companies Act.
- It reviews schemes of arrangement or compromise submitted by companies and their shareholders or creditors.
- Affected parties must be given notice, and their objections must be heard before approval.
- NCLT ensures that the scheme is fair, legal, and in the interest of all stakeholders.
5. Remedies for Oppression and Mismanagement
- Shareholders (holding at least 10% voting rights or 100 members) may approach NCLT under Section 241–242 if the affairs of the company are conducted:
- In a manner prejudicial to public interest or company interests
- In a way that oppresses minority shareholders
- In a manner prejudicial to public interest or company interests
- NCLT can order the removal of directors, modification of charter documents, or even company sale.
- This provision protects shareholder rights and ensures equitable corporate governance.
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