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Bombay High Court

KUMAR AGRO PRODUCTS PRIVATE LIMITEDversusDR. MRS. R. THEMURAS UNWALLA (SINCE DECEASED) THR. LRS. L. R. A ZARINE DADI PALKHIWALA AND ORS.

Decided
Disposal
Disposed Off

Holding

A transferee company may be substituted as plaintiff, and the earlier order is set aside with directions for amendment of the cause title.

Summary

The appellant, Kumar Agro Products Pvt Ltd, sought substitution of the original plaintiff, Bhavani Peth Properties and Estate Pvt Ltd, with itself as the transferee company following a scheme of amalgamation. The trial court had earlier passed an order on 21 June 2019, which the appellant challenged by filing an appeal. The High Court, after considering an additional affidavit filed on 25 April 2026, set aside the impugned order and directed that the appellant be impleaded and substituted in place of the original plaintiff. The court ordered the trial court to amend the cause title within two weeks, dispensing with reverification, and emphasized that the substitution would not prejudice the defendants' rights. All substantive contentions of the parties were kept open, and the appeal was disposed.

Issues considered

  • Whether a transferee company can be substituted as the plaintiff in an ongoing suit under the applicable law
  • Whether the appellate court may set aside the earlier order and direct amendment of the cause title

Subjects

  • substitution of plaintiff
  • transfer of rights
  • amalgamation
  • civil procedure
  • appeal

Judgment

                                                                    13. CIVIL AO-235-2026.odt


Amberkar

                      IN THE HIGH COURT OF JUDICATURE AT BOMBAY
                                     CIVIL APPELLATE JURISDICTION


                            APPEAL FROM ORDER NO. 235 OF 2026

           Kumar Agro Products Pvt Ltd                                 Appellant /
                                                                       Applicant
                                                                    .. (Org. Intervener)
                       Versus
           Dr. Mrs. R. Themuras Unwalla
           (since deceased) through L.R.
           Zarine Dadi Palkhiwala & Ors.                    .. Respondents
                                       ....................
            Dr. Abhinav Chandrachud a/w Mr. Vinayak Chitale & Ms. Riya Patil
               i/by M/s. Parinam Law Associates, Advocates for Appellant
            Mr. Shailendra S. Kantekar a/w Mr. R.M. Gogte, Advocates for
             Respondents
                                           ...................
                                          CORAM : MILIND N. JADHAV, J.
                                          DATE          : APRIL 28, 2026
           P. C.:

           1.       Heard Dr. Chandrachud, learned Advocate for Appellant and Mr.

           Kanetkar, learned Advocate for Respondents


           2.       In view of the additional affidavit dated 25.04.2026 filed by

           Petitioner before me, the impugned order dated 21.06.2019 stands set

           aside with a direction to alow impleadment of Applicant – Company

           which is a transferree company to be impleaded and substituted in

           place of the Plaintiff.


           3.       Dr. Chandrachud has placed before me a copy of the Scheme of

           Amalgamation and the order which is appended to the A.O. and as per

           paragraph No. 6 of the said order dated 15.04.2011 passed by this

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           Court, the aforesaid change is necessitated and is required to be

           allowed in accordance with law. In that view of the matter, original

           name of Plaintiff – M/s. Bhavani Peth Properties and Estate Pvt. Ltd.

           will stand substituted with M/s. Kumar Agro Products Pvt. Ltd. which

           is the transferee company. Amendment to that effect will be allowed

           to be carried out by the Trial Court within a period of two weeks from

           today. Reverification stands dispensed with. Fresh amended cause

           title shall be served on the Defendants by Advocate for Plaitiff.

           Needless to state that all contentions of parties are expressly kept open

           and said change of the name shall not affect and prejudice the

           Defendants' rights before the Trial Court.


           4.       With the above directions, impugned order dated 21.06.2019 is

           set aside. The Application for seeking change of name stands allowed

           by virtue of this order.     All contentions of the parties in the suit

           proceedings are expressly kept open.


           5.       Appeal from Order is disposed. Pending Interim Application, if

           any, is disposed.



Amberkar                                          [ MILIND N. JADHAV, J. ]
                     Digitally signed
                     by RAVINDRA
           RAVINDRA MOHAN
           MOHAN    AMBERKAR
           AMBERKAR Date:
                     2026.04.28
                     18:18:39 +0530




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