The National Company Law Tribunal (NCLT), Mumbai Bench, has approved the reduction of share capital of Realtime Taxsutra Services Pvt. Ltd., the company that operates the digital tax intelligence platform “Taxsutra”. The Tribunal held that the proposed reduction complied with the Companies Act, 2013 and did not adversely affect the interests of shareholders, creditors, or the public at large.
The approval was granted by a Bench comprising Judicial Member Sushil Mahadeorao Kochey and Technical Member Prabhat Kumar through an order pronounced on December 15, 2025. Allowing the petition filed under Section 66 of the Companies Act, the Tribunal observed that the reduction was fair, reasonable, and in line with statutory requirements, with no element of public policy violation.
Realtime Taxsutra Services Pvt. Ltd., incorporated in November 2010, runs the widely used online platform “Taxsutra”, which provides real-time updates and analysis on tax disputes, judicial decisions, regulatory developments, government circulars, and policy changes relating to income tax, GST, transfer pricing, and allied laws. The Tribunal noted that the platform is extensively relied upon by tax professionals across India.
Under the approved scheme, the company proposed to cancel 1,534 fully paid-up equity shares held by fourteen shareholders, representing 9.49 percent of its paid-up share capital. Following the cancellation, the company’s issued, subscribed, and paid-up equity share capital will be reduced from ₹1.61 lakh to ₹1.46 lakh.
The Tribunal recorded that the fair value of each equity share was assessed at ₹31,728.70 by an independent valuer registered with the Insolvency and Bankruptcy Board of India. The company proposed to pay ₹32,000 per share to the exiting shareholders, inclusive of premium. The entire payout will be funded from internal accruals, after accounting for applicable taxes.
The capital reduction proposal was approved by the board of directors in July 2025 and subsequently received unanimous shareholder approval through a special resolution passed at an extraordinary general meeting in August 2025. The directors also confirmed that the company has no secured creditors and only two unsecured creditors, whose interests remain unaffected by the reduction.
During the proceedings, the Regional Director, Ministry of Corporate Affairs, raised observations concerning creditor safeguards, valuation methodology, and tax implications. The Tribunal noted that these concerns were satisfactorily addressed by the company, which undertook to meet all existing liabilities and comply with applicable tax and accounting laws.
While granting approval, the Tribunal clarified that the order would not prevent the Income Tax Department from examining any tax consequences arising from the capital reduction and from taking action in accordance with law, if required. The company has been directed to file a certified copy of the order along with the approved minutes with the Registrar of Companies within 30 days. It must also publish notices of the approval in the Free Press Journal and Navshakti newspapers, as mandated by law.
