Company Law

7. Saxena Multispecialty Hospital (P.) Ltd. vs.Tulip Multispecialty Hospital (P.) Ltd.

185 taxmann.com 529, NCLT, New Delhi

Date of Order 19th May, 2026

Where company allotted 1,20,000 equity shares through a rights issue without adhering to section 62 and principles of corporate fairness, such allotment was vitiated as an act of oppression under section 241. Hence, entire impugned share issuance was declared null and void, directing restoration of the shareholding and rectification of the register to its original pre-allotment position.

FACTS

• Company is engaged in hospital services. Its paid-up capital consisted of 10,000 equity shares of Rs.10 each. The Petitioner held 5,000 shares (50%), while the Respondents held 2,500 shares each (25% each). Petitioners were directors from incorporation and resigned on 4th June 2019; their resignations were approved on 15th July 2019. Discussions for separation/exit commenced around June 2019
• On 27th July 2020, the company’s lender asked for an improvement in the debt–equity ratio (as stated by the respondents). On 28th July 2020, the Board resolved to issue 2,40,000 equity shares on a rights basis and issued an o
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