Ex-Wife’s Bid To Revalue Company Shares Fails After She Skipped Valuer Objections And Lost Earlier Challenge: NCLAT

In its order dated 12 October 2023 in the appellant’s oppression and mismanagement proceedings under Sections 241–242 of the Companies Act, 2013, the NCLT directed a registered valuer to value the company’s shares and prescribed the basis for buying out the appellant’s shareholding.

The appellant challenged that order. The NCLAT dismissed her appeal on 14 May 2026, holding that she had been given opportunities to make submissions on valuation but had not done so, and that the valuation grounds did not warrant interference.

The Supreme Court subsequently stated that it found no good ground to interfere.

The appellant then applied to the NCLT for correction of an alleged arithmetic error and a fresh valuation based on the company’s complete asset base; the NCLT rejected the application on 10 September 2026.

The appellant appealed that rejection.

The NCLAT applied the principles of finality of litigation, res judicata, waiver, and prevention of abuse of process: an issue already determined through the appellate process cannot be reopened before a subordinate forum by recasting it as a later application.

It considered Kunhayammed v. State of Kerala, which distinguishes a refusal of special leave from an appellate decision after leave is granted, and explains that a non-speaking refusal of special leave does not, by itself, attract merger; however, a Supreme Court order stating its reasons or legal view must be respected by other courts.

It also held that the liberty to approach the NCLT under paragraph 49.9 of the 2023 order was confined to obtaining directions for enforcement, not reconsideration of the valuation.

The appellant’s request for correction of an alleged mathematical error and a fresh assessment of the company’s assets would necessarily reopen the valuation that had already been considered in the earlier appeal.

The NCLAT noted that the appellant had been afforded opportunities to make submissions before the valuer and the NCLT, but had not availed them; the prior appellate judgment had also rejected her valuation challenge, and the Supreme Court had declined to interfere.

In those circumstances, the later application could not be used to secure a second valuation or circumvent the concluded proceedings.

The liberty to seek further directions was available only to facilitate implementation of the 2023 order.

It dismissed Company Appeal (AT) No. 383 of 2026 for lack of merit and closed all pending interlocutory applications.