Madhya Pradesh High Court
Hero Motocrp Limited vs Shri Jugal Kishore on 5 January, 2026
NEUTRAL CITATION NO. 2026:MPHC-IND:136
1 CR-672-2022
IN THE HIGH COURT OF MADHYA PRADESH
AT INDORE
BEFORE
HON'BLE SHRI JUSTICE ALOK AWASTHI
CIVIL REVISION No. 672 of 2022
HERO MOTOCRP LIMITED
Versus
SHRI JUGAL KISHORE AND OTHERS
Appearance:
Shri Rohit Sharma, learned counsel for the petitioner.
None for the respondent.
Reserved on : 30.10.2025
Pronounced on : 05.01.2026
ORDER
Heard.
2) This Civil Revision under Section 115 of the Code of Civil Procedure, 1908 (hereinafter referred as to "CPC") has been filed by the petitioner challenging order dated 15.09.2022 passed by learned Civil Judge, Class-II, Nagda in Execution Case No.18/2018 whereby petitioner's application under Section 151 of CPC has been dismissed.
3) Necessary facts for disposal of this revision, are in brief, that on 15.01.2014, the National Stock Exchange of India Ltd. (in short "NSE") informed Hero Moto Corp Ltd. that the original share certificate relating to the subject shares was in its possession and requested transfer of the shares. Due to this, a dispute arose between NSE and the decree holder regarding Signature Not Verified Signed by: VINDESH RAIKWAR Signing time: 05-Jan-26 7:08:37 PM NEUTRAL CITATION NO. 2026:MPHC-IND:136 2 CR-672-2022 ownership of the same shares. Accordingly, M/s K. Fintech, the Registrar and Transfer Agent, informed the decree holder on 04.06.2014 that multiple claims existed and that transfer could only be effected pursuant to orders of a competent court.
4) Despite being aware of NSE's claim, the decree holder filed Regular Civil Suit No. 21A/2014 and obtained an ex-parte decree dated 29.09.2015 by deliberately not impleading NSE as a party. Subsequently, NSE challenged the said decree by filing Civil Suit No. 28A/2017 and also requested that the shares not be transferred during pendency of litigation. The Registrar and Transfer Agent informed the decree holder that issuance of duplicate share certificates was not possible as the original certificates were in possession of NSE.
5) During the pendency of the dispute and in compliance with Section 125(5) and (6) of the Companies Act, 2013, the subject shares were transferred by Hero Moto Corp Ltd. to the Investor Education and Protection Fund (IEPF) on 12.12.2017. As a result, the shares are no longer under the control of the judgment debtor, and dividends and share transfers remain suspended while the matter is sub judice. In this situation, the judgment debtor is legally unable to comply with the execution sought by the decree holder. No act or omission in violation of the court's orders has been committed by judgment debtor No. 1, and the execution application, having been filed on suppressed and misleading facts, deserves to be dealt with in the interest of justice.
6) The aforesaid submissions verbally opposed by the Decree holder.
Signature Not Verified Signed by: VINDESH RAIKWAR Signing time: 05-Jan-26 7:08:37 PMNEUTRAL CITATION NO. 2026:MPHC-IND:136 3 CR-672-2022
7) Vide order dated 15.09.2022, the application filed by the defendant came to be rejected. Hence, the present civil revision is before this Court.
8) Learned counsel for the petitioner has contended that the impugned order passed by the Trial Court is bad in the eyes of law being perversely arbitrary in nature and being entirely against the settled provisions of law. Learned Trial Court has failed to appreciate the fact that the order for which the execution application was filed by the respondent No.1 is not tenable as the relief which has been accorded vide order dated 29.09.2015, is already being granted. The petitioner has complied with the orders by issuing the Entitlement Letter to respondent No. 1 to claim the shares from IEP. The petitioner has always acted in good faith and cooperated to its optimum level so that the respondent No.1 can get its share but this surely does not mean that the Revision Petitioner can be compelled with the responsibility to make sure that the shares are transferred in the favour of the respondent No.1. It has not been mentioned in the order dated 29.09.2015 that it is the responsibility of the Revision Petitioner to transfer the share certificates in the name of the respondent No.1.
9) He has also contended that share certificate are in the custody of IEPF and to obtain the shares from IEPF, a certain procedure as per law has to be followed and the same has been duly informed by the Revision Petitioner, time and again to the Trial Court. As no litigation is pending anymore, the Revision Petitioner has approved the e-verification report and provided all the clarifications to IEPF for releasing of subject shares and Signature Not Verified Signed by: VINDESH RAIKWAR Signing time: 05-Jan-26 7:08:37 PM NEUTRAL CITATION NO. 2026:MPHC-IND:136 4 CR-672-2022 dividends. There is nothing pending from the Revision Petitioner for the release of these shares and dividends from IEPF. As IEPF is a Statutory Authority, the Revision Petitioner cannot dictate the IEPF to release the shares and dividends in favour of the Respondent No.1 within any specific time frame.
10) Having heard the submissions advanced by learned counsel for the petitioner and upon perusal of the record as well as impugned order, it is found that that in the judgment and decree dated 29.09.2015, it was directed that the judgment debtors can not transfer, sell, or assign the said shares to anyone else, as they were owned by the respondent/plaintiff. The suit filed by National Stock Exchange Limited, No. 28A/17, was dismissed on merits by this Court on 10.05.2022. Prior to this, the temporary injunction in the same suit was also revoked, meaning no stay was imposed on the execution proceedings, nor was the decree passed on 29.09.2015 set aside. Thus, aware of all the facts, the judgment debtors seek to nullify the Court's decree under the technical provisions of the Companies Act, 2013, which is not possible because the executing court is required to execute the decree and not make any changes to it. The technical grounds cited by the judgment debtor are matters between them and the National Stock Exchange (NSE) and the IEPF, and this court has no bearing on them.
11) Considering the aforementioned aspects of the matter, this Court finds no merit in the present civil revision. The learned Trial Court has considered the submissions of the parties and rightly dismissed the petitioner's application under Section 151 CPC by order dated 15.09.2022.
Signature Not Verified Signed by: VINDESH RAIKWAR Signing time: 05-Jan-26 7:08:37 PMNEUTRAL CITATION NO. 2026:MPHC-IND:136 5 CR-672-2022 No interference with the said order is warranted.
12) Consequently, the civil revision is dismissed, and the impugned order dated 15.09.2022 stands affirmed.
(ALOK AWASTHI) JUDGE Vindesh Signature Not Verified Signed by: VINDESH RAIKWAR Signing time: 05-Jan-26 7:08:37 PM