NCLT admits class action suit vs Jindal Poly on undervalued transactions
This story was originally published at 19:07 IST on 5 February 2026
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NEW DELHI – The Delhi bench of the National Company Law Tribunal Thursday admitted a class action suit against Jindal Poly Films Ltd. by its shareholders, holding 4.99% of the share capital, alleging undervaluation of transactions by the company that resulted in losses in excess of INR 25 billion. Refusing to reject the shareholders' plea on maintainability, the tribunal said that Section 245 of the Companies Act, 2013 was equipped to encompass concerns and questions raised by the petitioners with respect to affairs of Jindal Poly Films.
"At the threshold, it will be unfair to hold that on a petition by the members, who based on a prima facie opinion, should be denied a cause to initiate a proceeding as the details of the transactions in issue is not in dispute in its entirety. To hold that there is no case made out for issuance of notice, will defeat the object of the laws," said the tribunal, rejecting objections by Jindal Poly Films, its promoters and management. However, the allegations raised by the shareholders are yet to be adjudicated on merits and the same shall be independently dealt with, said the tribunal. Jindal Poly Films and related parties are entitled to deny and defend all the allegations on its merits, said the tribunal.
Section 245 of the Companies Act, 2013, governs class actions, allowing minority members or depositors to file applications with the National Company Law Tribunal on behalf of a group against a company or its directors and auditors for wrongful acts, seeking remedies like restraining ultra vires actions, voiding misleading resolutions, or claiming damages, with specific thresholds for applicants.
Ankit Jain and other shareholders have moved the tribunal against the transactions undertaken by Jindal Poly Films, which stripped the company off valuable assets and, in turn, resulted in monetary losses to minority shareholders. Jindal Poly Films sold certain of its investments at hugely undervalued or scrap rates to SSJ Trust, an entity of Jindal Poly Films promoter Shyam Sunder Jindal, said the petitioners.
The shareholders have sought the tribunal to reverse the actions of the management of Jindal Poly Films that resulted in the sale of optionally convertible preference shares and redeemable preference shares to the promoter trust SSJ Trust and arm Jindal Poly Investment. Further, the petitioners sought the management to compensate Jindal Poly Films with respect to loss on sale of optionally convertible preference shares amounting to INR 22.68 billion and proportionately to the petitioners. A similar order was sought for compensation of the company with respect to loss on sale of redeemable preference shares amounting to INR 2.50 billion and proportionately to the petitioners.
Thursday, shares of Jindal Poly Films ended 0.1% lower at INR 402.95 on the National Stock Exchange. End
Reported by Surya Tripathi
Edited by Deepshikha Bhardwaj
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