Authority: National Company Law Tribunal Hyderabad Bench – 1

Order Date: 22.06.2026

Case Overview

The National Company Law Tribunal (NCLT) Hyderabad Bench issued a corrigendum order to rectify inadvertent clerical and typographical errors identified suo-motu in its original order dated 18.06.2026. The original order had allowed Company Petition No. 03/66/HDB/2026 filed by M/s. CDK Global (India) Pvt Ltd. and its shareholders under Section 66 of the Companies Act, 2013, which pertains to reduction of share capital. The petition sought approval for a Scheme of Reduction of Capital between CDK Global (India) Private Limited and its shareholders.

The corrigendum specifically addresses the following errors:

1. Para 5 (Financial Position of the Company): Corrects the header formatting of the table showing the company's financial position. The original had misaligned column headers "Unaudited Financial statements for the period 01.04.2025 to 30.11.2025 As at 31st March 2023 (INR in million)" and "Audited financial statements as on 31.03.2025". This is corrected to separate headers: "Unaudited Financial statements for the period 01.04.2025 to 30.11.2025" and "Audited financial statements as on 31.03.2025".

2. Para 8(d) (Shareholding Pattern): Corrects a sentence fragment. The original text "The pre and post reduction shareholding pattern of the" is completed to read "The pre and post reduction shareholding pattern of the Company is as follows:-".

Furthermore, within the shareholding table, a row for the shareholder "CDK Global International Holding Inc*" is corrected. The original showed its pre-reduction shares as "15,96,33,285" and post-reduction as "96,33,285". The corrigendum adds a missing "Total" row after this entry, confirming the same numbers: "Total 15,96,33,285 96,33,285".

3. Para 10 (Special Resolution): Corrects the wording of the passed resolution concerning tax obligations. The original text "subject to payment/withholding of applicable taxes, as embodied in the Scheme..." is replaced with more precise language: "subject to payment/withholding of taxes, as may be applicable under the provisions of the Income tax Act, 1961 or such other applicable regulations including income tax Act, 2025 embodied in the Scheme...".

4. Para 15 (Report of Regional Director): Corrects procedural details. The original stated the Regional Director (SER) filed his report dated 17.04.2026 "on 12.05.2026". This specific filing date is removed. More significantly, it corrects the date of the company's compliance affidavit. The original referenced an "Affidavit dated 28.08.2024", which is amended to the correct "Affidavit dated 30.04.2026".

The Bench comprised Shri. Rajeev Bhardwaj, Hon'ble Member (Judicial) and Shri. Sanjay Puri, Hon'ble Member (Technical).

Final Outcome

The NCLT directed that the identified errors in the order dated 18.06.2026 be rectified as specified in the corrigendum. The substantive approval of the capital reduction remains unaffected. The corrigendum order is to be read as part and parcel of the original order.

Topics: NCLT Order, Capital Reduction, Corporate Compliance