Aditya Birla Capital Limited v. The Sub Registrar

ORDER The petitioner is a non-banking finance company. It is the resulting company in a scheme of amalgamation between Aditya Birla Finance Limited and Aditya Birla Capital Limited. Such amalgamation was sanctioned by the National Company Law Tribunal, Ahmedabad on 24.03.2025. Prior thereto, loan had been extended by Aditya Birla Finance Limited to the third respondent herein and such loan was discharged. In view thereof, the petitioner endeavoured to register a deed of discharge. According to the petitioner, the Page3 of 4 registering officer has kept the document pending without either registering the same or issuing a speaking order of refusal.

¶2Learned counsel for the petitioner submits that no immovable property is situated in Tamil Nadu as regards the two companies which were amalgamated. Therefore, he submits that there is no necessity to register the scheme of amalgamation in Chennai. Merely on that basis, he contends that a request for registration should not be declined.

¶3Mr.P.Harish, learned Government Advocate, accepts notice for respondents 1 & 2. The third respondent is the borrower who had discharged the loan and therefore would not be prejudiced if the matter is disposed of in its absence.

¶4The registering officer is under an obligation to either register a document presented for registration or issue a speaking order of refusal. In this case, the document has been kept pending without taking either of the above actions.

¶5Therefore, this writ petition is disposed of by directing the first respondent to take necessary steps to register the deed of discharge subject to fulfillment of other requirements relating to registration or issue a speaking Page4 of 4

SENTHILKUMAR RAMAMOORTHY, J. KJ order of refusal under Section 71 of the Registration Act, 1908. One of these actions shall be taken within a maximum period of 15 days from the date of receipt of a copy of this order. There will be no order as to costs. Consequently, connected miscellaneous petition is closed. 06-02-2026 Index: Internet: kj To

1.The Sub Registrar Office of the Sub Registrar, Velachery, 38, 3rd Main Road, Ram Nagar, Rajalakshmi Nagar, Velacherry, Chennai 42.

2.The Inspector General of Registration No. 100, Santhome High Road, Mandavelipakkam, RA Puram, Chennai 28. and WMP.No.2890 of 2026

Page1 of 4 IN THE HIGH COURT OF JUDICATURE AT MADRAS DATED: 06-02-2026 CORAM THE HON'BLE MR JUSTICE SENTHILKUMAR RAMAMOORTHY and WMP.No.2890 of 2026 Aditya Birla Capital Limited Rep. by its Authorised Signatory, Having branch office at Unit No. 10 and 12, 4th and 6th floor, Oval, Venkat Narayan Road, T.Nagar, Chennai 17. ..Petitioner Vs 1. The Sub Registrar Office of the Sub Registrar, Velachery, 38, 3rd Main Road, Ram Nagar, Rajalakshmi Nagar, Velacherry, Chennai 42. 2. The Inspector General of Registration No. 100, Santhome High Road, Mandavelipakkam, RA Puram, Chennai 28. Page2 of 4 3. Purvankara Limited Rep. by its Authorised Signatory, No. 130/1, Ulsoor Road, Bangalore 560 042. ..Respondents Prayer : Writ Petition filed under Article 226 of the Constitution of India praying for issuance of Writ of Mandamus directing Respondents 1 and 2 to consider the petitioner's representation dated 5.01.2026 and register the Deed of Discharge dated 26.09.2025 executed between the petitioner and the 3rd respondent bearing pending document No. P/Velacheri/ 318/ 2025. For Petitioner: Mr. Abishek Jenasenan For Respondents: Mr.P.Harish, Govt. Advocate for R1 & R2