Section 66 of the Companies Act 2013 cannot be invoked for buying out minority shareholding – Philip India Ltd. – NCLT Kolkata Bench
In this important case, Hon’ble NCLT Kolkata Bench held that:
(i) Section 66(6) of the Companies Act, 2013, provides specific bar and states that nothing in this Section shall apply to buy-back of its own securities by a Company under Section 68 of the Companies Act, 2013.
(ii) The Petitioner Company is resorting to buy-back of its own equity shares from the minority shareholders/public shareholders and incidentally reducing the share capital. In other words, share capital reduction is only incidental to the main objective of buy back of shares, even as per their own pleadings.
