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The Supreme Court has held that the National Company Law Tribunal (NCLT) possesses comprehensive jurisdiction to adjudicate fraud, coercion, and manipulation when such allegations are integral to complaints of oppression and mismanagement under company law. The verdict came in the case of Shailaja Krishna vs. Satori Global Limited, resolving a major dispute involving alleged fraudulent share transfers and board resolutions.

A Bench of Justices Dipankar Datta and Vinod Chandran overturned the National Company Law Appellate Tribunal’s (NCLAT) 2023 order, which had restricted NCLT’s powers and argued that issues of fraud could only be tried by civil courts. The Supreme Court reinstated the Allahabad NCLT’s 2018 judgment favoring Shailja Krishna, who alleged that her 98% majority shareholding was unlawfully and fraudulently transferred to her mother-in-law through coercion and manipulation.

The apex court found clear evidence of document tampering, invalid board meetings, and mala fide conduct, ruling that all such issues are well within the NCLT’s domain when intertwined with complaints of oppression and mismanagement. The gift deed and share transfer forms were declared void due to procedural defects and violation of the company’s Articles of Association. Krishna’s rights as shareholder and director were restored, and the respondent company was ordered to return her share certificates.

This decision affirms that the NCLT/CLB’s wide powers include examining and correcting fraudulent actions, provided no other legislative enactment specifically disables it. The ruling is a decisive reaffirmation of shareholder protection and the utility of the NCLT as a one-stop forum for complex company disputes.