Capital Reduction Scheme Validated: 99.92% Shareholder Approval Confirms Selective Exit Strategy Under Section 66

NCLAT upheld the capital reduction scheme under Section 66 of Companies Act, 2013. The tribunal found the selective capital reduction permissible, with 99.92% shareholder approval validating the minority shareholders' compulsory exit. The E&Y valuation at Rs. 196.80 per share was deemed independent and appropriate, rejecting arguments for control premium. The tribunal confirmed no violation of Section 102, noting no mandatory requirement to attach valuation reports for capital reduction. The 25% Discount for Liquidity of Marketability was justified. Ultimately, the appeal was dismissed, validating the company's capital reduction process and protecting majority shareholder interests. .....

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