Smt. Vimla Devi Sawalka & Anr & Ors. vs Shivgyan Developers Private Limited And Others & Ors.

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NATIONAL COMPANY LAW APPELLATE TRIBUNAL
PRINCIPAL BENCH
NEW DELHI
I.A.NO.5985 OF 2025
IN
COMPANY APPEAL (AT) NO.118/2025
In the matter of:
Vimla Devi Sawalra & Anr Appellant
Vs
Shivgyan Developers Pvt Ltd & Ors Respondent/Applicant
For Applicant: Mr. Krishnendu Datta, Sr Advocate, Mr. Ajay Kumar, Ms Stuti
Vatsa, Mr Vijayant G, Mr. Shreyash Mittal, Advocates.
For Respondent:
ORDER
HYBRID MODE
29.10.2026: The present application, IA No. 5985/2025 , is filed by the applicant
under Rule 11 of the NCLAT Rules, 2016 seeking modification/clarification of
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the order dated 23 September, 2025 passed by this Tribunal in Company
Appeal (AT) No.118/2025 title Vimla Devi Sawalka & Anr Vs Shivgyan Developers
Pvt Ltd & Ors, to the extent to clarify the undertaking of the Company/applicant
is only with respect to the sale of properties/units/flats to the related parties of
the company and further clarify the Applicant is, by virtue of the order dated
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23 September, 2025, not prevented or restricted in any manner from carrying
on its business and sell/register/transfer the units/flats to the
allottees/homebuyers/purchasers in the ordinary course of its business.

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2. It is argued while the submissions/undertaking made during the hearing
on September 23, 2025 were only with respect to sale of properties to related
parties, reference to the related party inadvertently did not appear in the order
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dated 23 September, 2025; Hence the present application for clarification.
4. We have heard the submissions made by the learned counsel for the
applicant. The order dated 23.09.2025 records as under:-
“The learned counsel for the Respondents submit there is no
such intention of the company to dispose of the
property(s). The said submission of the Learned Counsel for
the Respondent is taken on record. List the appeal on
17.12.2025.”
5. This order has given rise to the present application i.e. IA No.5985/2025
and it is prayed such submissions were made with regard to the disposal of the
properties to the related parties alone. Thereafter on 18.11.2025, on this very
application, the following order was passed:-
“2. The learned senior counsel for the applicant has referred
to an earlier order dated 28.05.2025 wherein this Tribunal had
denied to grant any interim relief and it is the submission of the
applicant on 23.09.2025, the learned counsel appearing on
behalf of the Respondent only stated there is no intention of the
company to dispose the properties to the related parties but the
factum of related parties is not so recorded in the order dated
23.09.2025 and hence this application for clarification.
3. The learned senior counsel for the appellants have
objected to the application. Since no time is left today hence we
make it clear the Respondent shall not dispose of the properties
of the company to the related parties and that till the next date
if any stock is to be sold, that shall be sold with the consent of
the appellant. The appellant shall give their consent or denial
within three days from the date of informing of the proposed
sale. In case no intimation is received from appellant it shall be
treated as their consent.”

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6. Thus the order dated 23.09.2025 merged in the order dated 18.11.2025
passed by us.
7. The order dated 18.11.2025 passed by this Tribunal was further taken in
Civil Appeal No. 14568/2025 and the Hon’ble Supreme Court vide order dated
08.12.2025 directed as follows:-
“4. Meanwhile, paragraph 3 of the impugned order dated
18.11.2025, to the extent of requiring the appellant to obtain
consent of the respondents for the sale of the stock, shall
remain stayed. However, the appellant shall abide by its
undertaking to the effect that it will not sell its stock to the
related parties, subject to further compliance by the appellant
of the order dated 14.06.2024 passed by National Company
Law Tribunal, Jaipur Bench in C.P. No.14/241-242.JPR/2024.
8. The said Civil Appeal No.14568/2025 has now been disposed off vide order
dated 14.10.2026 as under:-
2. When the matter came up for hearing on 08.12.2025, this Court
while issuing notice, modified the interim order of the NCLAT, in the
following terms:
“4. Meanwhile, paragraph 3 of the impugned order dated
18.11.2025, to the extent of requiring the appellant to obtain
consent of the respondents for the sale of the stock, shall
remain stayed. However, the appellant shall abide by its
undertaking to the effect that it will not sell its stock to the
related parties, subject to further compliance by the appellant
of the order dated 14.06.2024 passed by the National
Company Law Tribunal, Jaipur Bench in C.P No.14/241-
242/JPR/2024.”
3. Having heard learned senior counsel/counsel for the parties, we
dispose of the instant appeal in the following terms:
(a) The interim order dated 08.12.2025, as reproduced
above, is made absolute and shall remain in force
during pendency of the appeal.
(b) All other issues, including forensic audit, are kept open to
be decided by the NCLAT in the pending appeal.

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(c) The NCLAT is requested to decide the appeal expeditiously
and preferably within two months.
4. The parties are directed to extend full cooperation to the NCLAT. It
is made clear that we have not expressed any opinion on the merits
of the case.
9. Thus now there is no occasion to further clarify the order dated 23.09.2025
in view of the subsequent orders passed on 18.11.2025 by this Tribunal as well
as the orders passed by the Hon’ble Supreme Court.
10. The application is thus dismissed.
19. Be put up before the Hon’ble Roster Bench on the date fixed.

(Justice Yogesh Khanna)
Officiating Chairperson


(Mr. Barun Mitra)
Member (Technical)


(Mr. Ajai Das Mehrotra)
Member (Technical)
Bm/md