2022 (5) TMI 392 - Tri - Companies Law

Seeking for extension time by 60 days, to comply with the orders - seeking condonation of delay of 451 days in complying with the said orders - by the said order the amalgamation scheme was approved and direction regarding completion of post merger activities was issued - HELD THAT - The Applicant's Counsel put forth the reasons for not being able to comply with the orders which were stated in the application and contended that there is no willful default on the part of the Applicant in not complying with the orders dated 25.09.2019 and 20.07.2020. From the events narrated by the Applicant it can be understood that the Applicant was prevented from complying with the order by valid reasons which are not within his control and hence, the Applicationis allowed and the reliefs granted as sought for. Delay of 451 days is condoned and time for complying with the order extended by 60 days starting from 21.04.2022 and ending by 19.06.2022 - Application allowed.

Summary

Issues:
Extension of time sought for compliance with previous orders and condonation of delay.

Analysis:
The Applicant sought an extension of time by 60 days to comply with previous orders dated 25.09.2019 and 20.07.2020 and requested the condonation of a 451-day delay in complying with said orders. The Tribunal had previously sanctioned a Scheme of Amalgamation between the Petitioner Companies, directing them to complete post-merger activities within specified timelines. The Applicant faced delays due to various reasons, including challenges related to the payment of requisite stamp duty under the Indian Stamp Act. The delays were attributed to factors such as the impact of the Covid-19 pandemic, administrative issues in processing the stamp duty payment, and misinterpretation of orders by the Registrar. The Applicant diligently communicated and submitted the required documents to address the outstanding compliance issues.

The Applicant, through legal representation, presented valid reasons for the delays and emphasized the absence of willful default in complying with the Tribunal's orders. The Applicant's Counsel highlighted the circumstances that hindered timely compliance and argued for the extension of time and condonation of the delay. The Tribunal, after considering the submissions and events narrated by the Applicant, acknowledged that the delays were beyond the Applicant's control and were not due to intentional non-compliance. Consequently, the Tribunal granted the Application, condoned the 451-day delay, and extended the time for compliance by 60 days, starting from 21.04.2022, and ending by 19.06.2022. The decision was based on the understanding that the Applicant faced genuine challenges that impeded timely fulfillment of the Tribunal's directives.

In conclusion, the Tribunal recognized the extenuating circumstances that led to the delay in compliance with the previous orders and exercised discretion in granting the requested extension of time and condonation of the delay. The judgment reflects a balanced approach, considering the reasons provided by the Applicant and ensuring that administrative hurdles and unforeseen events were taken into account while addressing the compliance issues.