New Delhi, The NCLAT has dismissed appeals filed by Prakash P Chhabria against an NCLT order allowing his brother Deepak Kishan Chhabria to amend a nine-year-old company petition related to a long-running boardroom battle over Finolex shares.
A two-member NCLAT bench has upheld the earlier order passed by the Mumbai bench of the National Company Law Tribunal (NCLT), which had on June 1, 2026, permitted Deepak Chhabria to amend his 2016 company petition, leaving the question of limitation open to be decided when the main case is finally heard.
This NCLT order was challenged by two appeals, one from Prakash Chhabria and another from Orbit Electricals before the National Company Law Appellate Tribunal (NCLAT).
However, the appellate tribunal dismissed both petitions after observing: “We see no reason to say that the placing of amendments on record would be an illegal exercise of power, especially when the issue of limitation is kept open” at the final hearing.
In January 2026, Deepak sought to amend the petition to seek rectification of the register of members, deletion of Prakash’s name from the register, return of the original share certificates and to challenge amendments in the Articles of Association, which were approved at extraordinary general meetings held in 2019 and 2021.
Opposing it, Prakash’s counsel Abhishek Manu Singhvi argued that the amendment was hopelessly time-barred and that allowing it would defeat a valuable right of limitation that had already accrued in his client’s favour.
He cited several Supreme Court precedents to buttress the limitation plea, while conceding no objection to bringing the two EOGMs on record as subsequent events.
Senior advocate Ramji Srinivasan representing the Deepak side countered that the original 2016 petition had already invoked Sections 58 and 59 of the Companies Act.
He submitted that the share transfer was illegal, and that the rectification prayer was merely a consequential relief added by way of caution.
Section 58 governs disputes over a company’s refusal to register a share transfer and provides an appellate remedy to the aggrieved party before the NCLT. Section 59 empowers the NCLT to correct or rectify the register of members.
On this, the appellate tribunal noted that the NCLT, despite acknowledging a nearly 10-year delay in the amendment, had not gone into the merits of the amendment and had left the limitation question entirely open for the final hearing.
It observed that if the 2016 board meeting were eventually held illegal, all subsequent resolutions would automatically fall, and that admitting the amendment with limitation kept open involved no illegality.
The bench also referred to a January 12, 2026, Supreme Court order in a related civil appeal, which had directed the NCLT to dispose of the original 2016 petition within three months and had permitted interim amendment applications to be filed and examined by the tribunal in accordance with law.
“We find no illegality in the impugned order… the appeal being devoid of merit is dismissed,” the tribunal said, directing the NCLT to independently decide the limitation objections and merits of the amended pleadings while finally hearing the company petition, uninfluenced by its observations.
The dispute between Prakash Chhabria and Deepak Kishan Chhabria pertains to 1,00,300 shares that Prakash Chhabria claims were gifted to him by his late father Prahlad Parasram Chhabria “out of love and affection”, and were approved by the company’s Board of Directors at a meeting on March 31, 2016, attended by Deepak Chhabria himself.
Deepak, however, approached the NCLT in 2016 disputing that any such board meeting took place and sought to have the resulting resolutions declared null and void.
Their father Prahalad Parasram Chhabria, died on May 5, 2016, and the remaining shares, viz 16,000 approximately, are still lying in abeyance.
