On passing off, the Court held that reverse passing off is maintainable in principle under Section 27(2) of the Trade Marks Act and ordinary passing off principles can cover a case where a junior but stronger market player overwhelms a senior user. However, the plaintiff must still establish the classic trinity of goodwill, misrepresentation, and damage. Since Atyati failed to show protectable goodwill in its standalone logo and the relevant consumers were sophisticated institutional buyers unlikely to be confused, no prima facie case of passing off or reverse passing off was made out.
On copyright ownership, the Court held that Atyati had prima facie established ownership of copyright in the ATYATI logo. Cognizant had tried to weaken this by referring to an allegedly similar Spanish logo from 2015, but the Court said that mere existence of a similar logo somewhere in the world was not enough. What mattered was copying. Since there was no pleading or material to show that Atyati had a reasonable opportunity to view and copy the Spanish logo, the Court was not willing to reject Atyati’s originality at this stage only on the basis of archived internet screenshots.
On similarity, the Court accepted that there was resemblance between the ATYATI logo and Cognizant’s logo because both used a similar hexagonal-shaped device. At the same time, it noted differences such as colour contrast, orientation, and presentation. The Court emphasised the settled principle that copyright protects the form and expression of an idea, not the idea itself, and that resemblance by itself is not enough unless it crosses into actionable copying.
The Court found that the underlying concept in both logos involved a geometrically structured expression connected to the alphabet “C”, but said that when a similar idea is expressed in a geometric hexagonal form, some similar reflections may naturally occur. It therefore treated the case as one where resemblance had to be examined alongside access and causal connection, not in isolation.
The Court also held that Atyati had failed to show that Cognizant had a reasonable opportunity to view Atyati’s logo. Mere public availability of the logo, Atyati’s prior adoption, Cognizant’s business presence in India, or the fact that many Cognizant employees were Indian nationals was not enough. The Court said access cannot be inferred from bare possibility or speculation; there must be a chain of circumstances showing exposure, availability, and opportunity. That chain was missing here. As a result, the Court held that Atyati’s copyright infringement case failed at the interim stage.
Where, upon amalgamation under Section 45 of the Banking Regulation Act, the original tenant ceases to exist and the tenancy rights and possession of the rented premises vest in another entity without the landlord’s written consent, Section 14(1)(b) of the Delhi Rent Control Act is attracted
The Supreme Court in the case of British Motor Car Company vs Hindustan Commercial Bank [Civil Appeal No. 5714 of 2012] dated July 09, 2026, has held that where, upon amalgamation under Section 45 of the Banking Regulation Act, the original tenant ceases to exist and the tenancy rights and possession of the rented premises vest in another entity without the landlord’s written consent, Section 14(1)(b) of the Delhi Rent Control Act is attracted. The Court clarified that the provision does not carve out any exception for involuntary or statutory transfers under an administrative scheme.
According to the Court, Section 14(1)(b) covers every mode by which tenancy rights or possession pass from the original tenant to another entity, including involuntary transfers. It reiterated that the law does not distinguish between voluntary and involuntary transfers, and that the reasons behind the transfer are irrelevant once the factual situation of assignment or parting with possession is established.
The Court found that once the amalgamation took effect on Dec 19, 1986, HCB ceased to exist and all its rights, liabilities, assets, and interests, including tenancy rights in the premises, stood vested in PNB. As a result, HCB had parted with possession and PNB had come to occupy the premises. Since this transfer admittedly took place without the landlord’s written consent, both ingredients of Section 14(1)(b) stood satisfied. The Court therefore rejected the respondents’ argument that a transfer under a banking amalgamation scheme should be treated differently merely because it was not voluntary.
The Court also rejected the argument that a scheme framed under Section 45 of the Banking Regulation Act should be treated as having overriding statutory force. Rather, it held that the scheme-making process under Section 45 is administrative in nature, not legislative. Therefore, such a scheme cannot be treated as a statutory enactment capable of overriding Section 14(1)(b) of the Delhi Rent Control Act.
What matters is the factual transfer of tenancy rights and possession to a different entity without written consent, not the reason or manner in which that transfer occurred. Accordingly, the Supreme Court restored the eviction decree passed by the Additional Rent Control Tribunal.
A one-time settlement does not extinguish the underlying financial debt in an absolute sense when the settlement is conditional. If the borrower breaches the OTS terms and the settlement stands withdrawn in accordance with its terms, the financial creditor is entitled to revive and claim the entire dues under the original loan arrangement
The New Delhi National Company Law Appellate Tribunal (NCLAT) in the case of Gaurav Jaiswal vs Indian Renewable Energy Development Agency Limited [Company Appeal (AT) (Insolvency) No. 594 of 2025] dated June 30, 2026, has clarified that service of a Section 7 IBC petition on the corporate debtor’s registered email address available in MCA records constitutes valid and sufficient service, particularly when accompanied by attempts at service at the registered office and publication in accordance with the NCLT Rules. The NCLAT said that a corporate debtor cannot later challenge an ex parte admission order on grounds of non-service where it has failed to maintain or update its statutory contact details.
The Tribunal also laid down that for admission of a Section 7 application, the Adjudicating Authority is concerned only with the existence of financial debt and default above the statutory threshold. Even where the principal is said to have been paid, a default consisting of unpaid interest can sustain Section 7 proceedings if the amount exceeds the threshold limit under the Code.
Further, the NCLAT held that a one-time settlement does not extinguish the underlying financial debt in an absolute sense when the settlement is conditional. If the borrower breaches the OTS terms and the settlement stands withdrawn in accordance with its terms, the financial creditor is entitled to revive and claim the entire dues under the original loan arrangement.
The Tribunal rejected the argument that the Section 7 proceedings were vitiated for want of notice. It observed that service of the petition had been effected on the registered email address of the corporate debtor as reflected in MCA records, and that such service is valid and sufficient under the NCLT Rules, 2016. The Tribunal also noted that service had been attempted at the registered office and later through publication, and therefore the plea of violation of natural justice could not be accepted.
The Tribunal emphasized that under Section 12 of the Companies Act, 2013, the burden lies on the company to maintain a functional registered office capable of receiving notices and to update MCA records if its office changes. The corporate debtor could not take advantage of its own failure to keep its registered office and contact details operative.
The Tribunal also rejected the submission that IBC could not be invoked because the matter should have gone before the DRT or because only interest remained unpaid. It held that the Code is a self-sufficient legislation and there is no legal bar to initiating Section 7 proceedings for default in payment of interest, provided debt and default are established.
If promoters of a company in liquidation procure mutation of company-owned immovable property into their own names, without any transfer instrument, without disclosed or valid consideration, and in circumstances showing that the asset has been taken out of the company estate to the detriment of creditors, the transaction attracts Section 531(1) of the Companies Act, 1956 as a fraudulent preference and is void
The Bombay High Court in the case of Indage Vineyard Pvt Ltd vs Kotak Mahindra Bank [Official Liquidator Report No. 34 of 2025] dated June 25, 2026, has held that where promoters of a company in liquidation procure mutation of company-owned immovable property into their own names, without any transfer instrument, without disclosed or valid consideration, and in circumstances showing that the asset has been taken out of the company estate to the detriment of creditors, the transaction attracts Section 531(1) of the Companies Act, 1956 as a fraudulent preference and is void.
The Court made it clear that even if the promoters later contend that there was “no valid transfer at all,” that does not save the transaction. On the contrary, such a stance supports the conclusion that the mutation entries were illegal and required reversal. The Court treated the mutation-based transfer itself as sufficient interference with the company’s title and with creditors’ rights to justify nullification.
The Court observed that Section 531(1) creates a deeming fiction: a transfer made within six months before commencement of winding up can be treated as a fraudulent preference if it would have had that character in insolvency law. It emphasised that the purpose of the provision is to protect creditors, and that the assets of a company are not the assets of its shareholders or promoters.
The Court found several suspicious features in the transaction. There was no transfer deed, no disclosed consideration, no valuation of the property, and no disclosure of the amount allegedly owed by the company to the promoters. The promoters had claimed the property was transferred because they had lent money to the company, but the record did not reveal the quantum of debt or how it compared with the value of the land. The Court also noted that the shareholder resolution relied upon was itself questionable, including because Section 293(1)(a) would ordinarily apply to public companies and the resolution mentioned no value for the related party transfer.
The Court further observed that the promoters had effectively “helped themselves” to company property without stated consideration, thereby materially eroding the pool of assets available to creditors in liquidation. Their conduct in getting the land mutated in their names without any transfer instrument, and then attempting to sell it to third parties in 2023, showed that they had enjoyed and dealt with the property as their own, creating a real risk of putting the asset beyond the reach of creditors.
The Court held that the absence of consideration itself demonstrated absence of good faith, and that the only reasonable conclusion was that the promoters had sought to place the property beyond the reach of creditors. The Court also rejected the argument that, because there was no transfer instrument, there was no transfer to invalidate. It held that a transfer sought to be effected by mutation entries also falls within the mischief of Section 531(1), especially where those entries had the effect of securing title in favour of the promoters without lawful documentation.
Section 36AAA of the Banking Regulation Act does not require RBI to grant a personal hearing before superseding the Board of a co-operative bank, because the Legislature deliberately omitted such a requirement from that provision while expressly including it in Section 36AA
The Kerala High Court in the case of M.P Jackson vs Reserve Bank of India [WP(C) No. 3275 of 2026] dated July 03, 2026, has held that Section 36AAA of the Banking Regulation Act does not require RBI to grant a personal hearing before superseding the Board of a co-operative bank, because the Legislature deliberately omitted such a requirement from that provision while expressly including it in Section 36AA. Secondly, the proviso to Section 36AAA(1) makes consultation with the concerned State Government mandatory, and consultation only with the Registrar of Co-operative Societies is not sufficient compliance. Any order passed without such consultation is legally unsustainable.
The Court also affirmed that RBI is legally competent to supersede the managing committee of a co-operative bank under the Banking Regulation Act even if that committee is democratically elected under the State co-operative law. The Court observed that although orders causing civil consequences ordinarily attract the requirement of a hearing, the statutory scheme here was different. It noted that Section 36AA expressly provides a reasonable opportunity of representation before removal of managerial persons, whereas Section 36AAA, dealing with supersession of the Board of a co-operative bank, contains no such requirement. The omission was treated as deliberate, and the Court held that a hearing cannot be read into Section 36AAA.
On the consultation requirement, the Court drew a clear distinction between the “State Government” and the “Registrar of Co-operative Societies.” It held that while the Registrar may be a competent officer in matters concerning co-operative societies, consultation with the Registrar is not the same as consultation with the State Government when the statute specifically requires consultation with the State Government. The Court said that where a statute prescribes that an act must be done in a particular manner, it has to be done in that manner alone.
On RBI’s power to supersede an elected committee, the Court rejected the petitioner’s democratic-governance objection. It held that in the case of co-operative societies carrying on banking business, the Banking Regulation Act also applies, and RBI has independent authority under Section 36AAA to supersede the Board of Directors. The democratic structure under the Kerala Co-operative Societies Act does not immunise a co-operative bank from RBI action under the central banking law.
A personal guarantee expressly drafted as a continuing and irrevocable guarantee does not stand discharged merely because the guarantor resigns as director of the corporate debtor. Revocation of such guarantee under Section 130 of the Contract Act requires notice to the creditor and operates only prospectively
The New Delhi National Company Law Appellate Tribunal (NCLAT) in the case of Nakul Gupta vs State Bank of India [Company Appeal (AT) (Insolvency) No. 494 of 2024] dated July 06, 2026, has held that a personal guarantee expressly drafted as a continuing and irrevocable guarantee does not stand discharged merely because the guarantor resigns as director of the corporate debtor. Revocation of such guarantee under Section 130 of the Contract Act requires notice to the creditor and operates only prospectively.
The Tribunal also reinforced that where the creditor’s claim and debt trace back to the original loan and guarantee documents, the guarantor cannot avoid insolvency proceedings by arguing that later renewals automatically extinguished the original guarantee, especially when the guarantee itself states that future variations do not affect liability.
The Tribunal examined the nature of the 2017 deed of guarantee and accepted SBI’s submission that the guarantee was continuing and irrevocable. The Tribunal noted that under the guarantee, the guarantor’s liability was payable on demand, the guarantor was deemed to be principal debtor for enforcement purposes, and the guarantee was expressly stated to continue notwithstanding disputes between the bank and borrower. The Tribunal further held that, renewal of the working capital facilities by SBI did not amount to novation or such variance as would discharge the guarantor under Sections 62 or 133 of the Contract Act. Even otherwise, Section 133 discharges the surety only as to transactions subsequent to the variance, while liability for earlier debt continues.
On the resignation point, NCLAT held that merely stepping down as director did not discharge Nakul Gupta from his obligations under the guarantee. The Tribunal emphasised that a continuing guarantee under Section 129 extends to a series of transactions and that revocation under Section 130 can operate only for future transactions and only upon notice to the creditor. It found that no such notice of revocation had been issued to SBI.
The Tribunal also agreed with the Adjudicating Authority’s view that even if there was an increase in sanction limits without the guarantor’s consent, the guarantor would still remain liable for the debt existing prior to such variance.
While discussing Section 133 of the Contract Act, NCLAT reiterated the legal principle that variance without the surety’s consent discharges the surety only for transactions subsequent to the variance, and not for transactions already covered. It added that the debt registered with the Information Utility flowed from the loan and guarantee documents of Oct 17, 2017, and the NeSL material did not show any fresh debt arising from a separate unguaranteed facility under the Jan 01, 2019 renewal.
