Adesh Kumar Gupta Removed by Liberty Shoes Following NCLT Decision

Liberty Shoes Removes Adesh Kumar Gupta as Director/Executive Director, and Appoints two New Directors After the National Company Law Tribunal (NCLT) Decision of Gupta’s removal.

Gupta and other shareholders, holding 5.83 percent of the company, filed a petition with the NCLT, Chandigarh, seeking a waiver of Section 244 requirements. They alleged “oppression and mismanagement” by the company and its directors. In an exchange filing, it was reported that the tribunal, in an ex-parte order on September 27, directed the company to hold its 37th Annual General Meeting (AGM) following legal provisions. The tribunal specified that decisions made in the AGM should be on hold until the next hearing on October 6, 2023, which included the agenda item to remove Gupta from his position.

The company’s filing stated that resolutions 1 to 7 were approved by a large majority of shareholders. However, due to the tribunal’s order, the company couldn’t implement the decisions and could only submit the proceedings, voting results, and the scrutinizer’s report.

Following the dismissal of the petition by the tribunal, the company disclosed the details of the new appointments and Gupta’s removal. The NCLT order clarified that removing Gupta as CEO/Executive Director, as approved by an 83.14 percent majority of shareholders, did not constitute oppression and mismanagement under Sections 241 and 242 of the Act. The order emphasised that the petition seemed motivated by personal grievances and that Gupta’s removal was not detrimental to the interests of public shareholders or the company. As a result, the application seeking waiver of conditions under Section 244 was deemed not maintainable and dismissed without costs.