In Brief
Mackintosh Burn Limited, a government company with significant shareholding, sought to refuse registration of additional shares purchased by Sarkar and Chowdhury Enterprises Private Limited, citing concern about loss of control and business conflict of interest. The Company Law Board ordered registration, but the High Court dismissed Mackintosh's appeal, focusing narrowly on limitation issues. The Supreme Court held that "sufficient cause" under the Companies Act 2013 is not limited to illegality—conflict of interest and deception can justify refusal. The Court found the High Court erred in considering only the limitation question when multiple legal issues were raised. The matter was remitted to the National Company Law Tribunal for fresh consideration on all grounds without prior findings.">
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