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Bombay High Court

BAGLA INDUSTRIES PRIVATE LIMITED, THR ITS DIRECTOR, AURANGABADversusCITY AND INDUSTRIAL DEVELOPMENT CORPORATION (CIDCO) AURANGABAD AND ANR

Disposal
Admitted/Allowed/Granted/Rule Absolute

Holding

The Court held that the de‑merger provisions vest the original owner's rights in the successor company, allowing amendment of the appeal title, and that the delay can be condoned per Supreme Court precedent, but no interest or statutory benefits accrue for the delayed period.

Summary

The petitioners, Bagla Industries Private Limited, sought to amend the title of a First Appeal and condone a 972‑day delay in filing it, arguing that the rights of the original owner, Aurangabad Electricals Private Limited, transferred to them under a de‑merger scheme. The de‑merger clause, invoking Sections 391‑394 and 100‑103 of the Companies Act, 2013, purportedly vested all real‑estate rights in Bagla Industries. The Court allowed the amendment, permitting the appeal to be filed in the name of the successor company, and, relying on the Supreme Court’s decision in Suresh Kumar v. State of Haryana (2025), condoned the delay while clarifying that no interest or statutory benefits would accrue for the period of delay. The applications were disposed of and the appeal was registered. The order emphasized that the amendment does not prejudice the respondents and that the statutory right to enhanced compensation remains intact.

Issues considered

  • The applicability of the de‑merger provisions of the Companies Act, 2013 to transfer title and rights in a land acquisition proceeding.
  • Whether the First Appeal can be amended to substitute the successor company as the appellant.
  • Whether a delay of 972 days in filing the appeal can be condoned under Supreme Court precedent.
  • Whether the appellant is entitled to interest or statutory benefits for the period of delay.

Legislation cited

Subjects

  • demerger
  • Companies Act
  • title amendment
  • land acquisition
  • compensation
  • condonation of delay
  • statutory benefits
  • interest
  • first appeal

Judgment

2026:BHC-AUG:45809

                                                       1
                                                                         921-ca-11591-2022

                          IN THE HIGH COURT OF JUDICATURE AT BOMBAY
                                     BENCH AT AURANGABAD

                                   CIVIL APPLICATION NO. 11591 OF 2022
                                            IN FAST/6477/2022

                     Bagla Industries Private Limited, Thr Its Director, Aurangabad
                                                VERSUS
                         City And Industrial Development Corporation (cidco)
                                          Aurangabad And Anr
                                                    ...
                     Mr. D. R. Jethliya, Advocate for Applicant
                     Mr. R. K. Ingole, AGP for Respondent-State
                     Mr. S. V. Deshmukh, Advocate for Respondent no.1
                                                    ...
                                                  WITH
                          CIVIL APPLICATION NO. 11590 OF 2022 IN FAST/6477/2022
                                                  WITH
                          CIVIL APPLICATION NO. 7079 OF 2020 IN FAST/10157/2020
                                                  WITH
                          CIVIL APPLICATION NO. 7078 OF 2020 IN FAST/10157/2020
                                                  WITH
                          CIVIL APPLICATION NO. 3541 OF 2021 IN FAST/10157/2020
                                                   …..
                                             CORAM : AJIT B. KADETHANKAR, J.
                                             DATED : 29TH SEPTEMBER, 2026
                     P.C. :-

                     CIVIL APPLICATION NO. 3541 OF 2021

                     .         Mr. D. R. Jethliya, learned Advocate for the applicant

                     would submit that the controversy over adequacy of the

                     compensation       is   pending   before   this     Court     between

                     respondent       no.1/CIDCO       and   the       erstwhile    owner

                     M/s. Aurangabad Electrical Private Limited. The proceedings

                     in the First Appeal have arisen out of the judgment and award
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                                                921-ca-11591-2022

passed by the Reference Court in Land Acquisition Reference

No.331 of 2006 which was in respect of the property situated

at gut no.40 of Golwadi, Paithan Road, Aurangabad.

2.    It is further submitted that in the meantime, the

Company Scheme Petition No.359 of 2016 connected with

Company Summons For Direction No.220 of 2016 and other

connected matters came to be filed before this Court on its

original side at the Principal seat at Bombay. In nutshell, it

was a de-merger of petitioner/company i.e. Aurangabad

Electricals Limited into (1) Bagla Electrical and Electronics

Private Limited (resulting company no.1) and (2) Bagla

Industries Private Limited (resulting company no.2).

3.    Mr. Jethliya, learned Advocate takes me to page no.38

of the Civil Application which is titled as ‘Part C DEMERGER

OF THE REAL ESTATE UNDERTAKING INTO BIPL’ . Clause

no.12.1 of the part ‘c’ reads thus:

       12.1. Upon the coming into effect of this
       Scheme and with effect from the Appointed
       Date, the whole of the undertaking and
       properties of the Real Estate Undertaking shall
       pursuant to the provisions contained in Sections
       391 to 394 read with Sections 100 to 103 and
       all other applicable provisions, if any, of the Act
       and without any further act, deed, matter or
       thing, stand transferred to and vested in and /
       or be deemed to be transferred to and vested in
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                                                  921-ca-11591-2022

       BIPL so as to vest in BIPL all rights, title and
       interest pertaining to the Real Estate
       Undertaing.

4.    He also points out clause no.18 about legal proceedings.

Referring to Clause no.18, Mr. Jethliya submits that it is for

the present applicant to take over all the legal proceedings

pending on behalf of / against M/s. Aurangabad Electricals

Limited which include present proceeding pertaining to

property gut no.40, situated at Golwadi, Paithan Road,

Aurangabad. Mr. Jethliya further submits that the interest of

the original respondent/Ms. Aurangabad Electricals Limited is

now resulted in present applicant by virtue of demerger

proceedings. With this, it is prayed that the appellant be

directed to modify the title clause of Appeal and the

Applications    therein    by       replacing    the   name     of

M/s. Aurangabad Electricals Private Limited by applicant

Bagla Industries Private Limited. Mr. Jethliya submits that no

prejudice shall cause to the appellant or the State Government

not it shall change the nature of controversy.

5.    Mr. S. V. Deshmukh, learned Advocate representing the

CIDCO and learned Mr. R. K. Ingole, learned AGP would

submit that the change would be at the risk of the applicant.
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                                                   921-ca-11591-2022

6.       After hearing the parties, I deem it appropriate to allow

the application at the risk of applicant. Hence, the following

order:

                              ORDER

         a.    Civil Application stands allowed.
         b.    The appellant shall amend the title clause
         of First Appeal and the Applications therein by
         entering the name of present applicant in place
         of M/s. Aurangabad Electricals Private Limited.
         c.    Amendment be carried out within a period
         of two weeks herefrom.
         d.    Civil Application stands disposed of.



CIVIL APPLICATION NO. 11590 OF 2022

.        Heard.

2.       For the reasons stated in the application, the same

stands allowed. The applicants are permitted to file the First

Appeal in the name of Bagla Industries Private Limited instead

of M/s. Aurangabad Electricals Private Limited against the

judgment and award passed by learned Civil Judge Senior

Division, Aurangabad in Land acquisition Reference No.331 of

2006.

3.       Civil Application stands disposed of.
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                                                921-ca-11591-2022

CIVIL APPLICATION NO. 11591 OF 2022

1.    Present Civil Application is filed seeking condonation of

delay of 972 days caused in filing the First Appeal against the

judgment and award dated 05.04.2019 delivered by learned

Civil Judge Senior Division, Aurangabad in Land Acquisition

Reference No.331 of 2006. Suffice to note, the Acquiring

Body/CIDCO has already filed the First Appeal challenging the

same judgment and award. The First Appeal filed by CIDCO is

pending before this Court. The applicant is resulting Company

which has come into existence subsequent to demerger of

original owner M/s. Aurangabad Electricals Private Limited.

Obviously   as    per   the   scheme,   the   right   of   original

claimant/owner is devolved upon the present applicant.

Seeking enhancement in the compensation is a statutory right.

2.    The reasons for causing the delay are widely expressed

at paragraph nos.2 to 7 of the application.

3.    Mr. S. V. Deshmukh, learned Advocate for the CIDCO

although formally opposed the application, submits that

appropriate order be passed clarifying that the applicant shall

not be entitled for the statutory benefit and interest on the

delayed period.
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                                                        921-ca-11591-2022

4.      In view of this, I find that the a case is made out for

condonation of delay in terms of the law laid down by the

Hon’ble Supreme Court in the case of Suresh Kumar Vs. State

of Haryana and ors., (Civil Appeal arising out of (C)

No.670/2020) and connected matters decided on 23.04.2025 .

Hence, the following order:

                                ORDER

         a.      Civil Application stands allowed.
         b.      Delay of 972 days caused in filing the First
         Appeal stands condoned.
         c.      It is clarified that in the event this Court
         allows the Appeal, the applicant/appellant shall
         not be entitled for any interest and statutory
         benefits for the period of delay.
         d.      Civil Application stands disposed of.
         e.      Appeal be registered.

FIRST APPEAL ST. NO.6477 OF 2022

.       Issue    notice   to   the       respondents,    returnable   on

27.10.2026. Mr. S. V. Deshmukh, learned Advocate waives

service of notice for respondent no.1. Learned AGP waives

service of notice for respondent no.2.



                                         ( AJIT B. KADETHANKAR, J. )

Rushikesh/2026


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