Rule 68A - Application to cancel variation of rights under sub-section (2) of section 48 - National Company Law Tribunal Rules, 2016

1 [68A. Application to cancel variation of rights under sub-section (2) of section 48. - (1) Where an application to cancel a variation of the rights attached to the shares of any class is made on behalf of the shareholders of that class entitled to apply for cancellation under sub-section (2) of section 48 by the letter of authority signed by the shareholders so entitled, authorising the applicant or applicants to present the application on their behalf, such letter of authority shall be annexed to the application, and the names and addresses of all the shareholders, the number of shares held by each of them, aggregate number of such shares held and percentage of the issued shares of that class shall be set out in the Schedule to the application. (2) The application in Form No. NCLT. 1 shall be accompanied by documents required for the purposes of the case and shall set out (a) the particulars of registration; (b) the capital structure, the different classes of shares into which the share capital or the company is divided and the rights attached to each class of shares; (c) the provisions of the memorandum or articles authorising the variation of the rights attached to the various classes of shares; (d) the total number of shares of the class whose rights have been varied; (e) the nature of the variation made, and so far as may have been ascertained by the applicants, the number of shareholders of the class who gave their consent to the variation or voted in favour of the resolution for variation and the number of shares held by them; (f) the number of shareholders who did not consent to the variation or who voted against the resolution, and the number of shares held by them; (g) the date on which the consent was given or the resolution was passed; and (h) the reasons for opposing the variation. (3) The applicant shall at least fourteen days before the date of the filing of the petition advertise the application in accordance with rule 35 . (4) Where any objection of any person whose interest is likely to be affected by the proposed application is received by the applicant, a copy thereof shall be served to the Registrar of Companies and Regional Director on or before the date of hearing. (5) On any application, the Tribunal, after hearing the applicant and any other person, as appears to it, to be interested in the application, may, if it is satisfied, having regard to all the circumstances of the case that the variation would unfairly prejudice to the shareholders of the class represented by the applicant, cancel the variation and shall, if not so satisfied, confirm the variation for reasons to be recorded: Provided that the Tribunal may, at its discretion, make such orders as to cost as it thinks fit. ] ----------------------- Notes:- 1. Inserted vide F. No. 1/30/2013-CL-V - Dated 20-12-2016