Hyderabad: The Hyderabad bench of the National Company Law Tribunal (NCLT) has declared invalid the allotment of equity shares worth around Rs. 2.50 crore made by MBG Commodities Private Limited in favour of Anju Devi Mandhani and Avantika Mandhani.
The tribunal directed the company to restore the 71.79 per cent shareholding held by petitioners Ashok Kumar Mandhani and Raj Kumar Mandhani and their spouses, and to make necessary corrections in the company’s records.
The dispute arose after MBG Commodities, a company owned by members of the Mandhani family, allotted equity shares worth Rs.2.50 crore to Anju Devi Mandhani and Avantika Mandhani on June 28, 2025.
Challenging the allotment, brothers Ashok Kumar Mandhani and Raj Kumar Mandhani, along with other petitioners, approached the NCLT seeking to declare as illegal an extraordinary general meeting (EGM) held on January 6, 2025. They also sought an investigation into the matter and the appointment of an independent person to oversee the management of the company.
A bench comprising Technical Member Sanjay Puri and Judicial Member Rajeev Bhardwaj, in its recent order, found several legal infirmities in the allotment of shares.
The tribunal observed that the decision had been taken without issuing notices to shareholders and that the extraordinary general meeting had not been conducted in accordance with the law.
It further noted that the mandatory time period for the share issue had not been followed and that the allotment appeared to have been designed to benefit a particular group of shareholders.
The NCLT observed that the exercise had the effect of converting majority shareholders into minority shareholders and ruled that the share allotment made on June 28, 2025, was invalid.
Tribunal directs restoration of petitioners’ original stake
The tribunal directed restoration of the petitioners’ original 71.79 per cent stake in the company and cancelled the relevant forms filed with the Registrar of Companies (RoC).
It also set aside the January 6, 2025, extraordinary general meeting and its resolutions, directing the RoC to remove them from official records.
