Jindal Poly Films files NCLT oppression petition at JPFL Films

Jindal Poly Films Limited has filed an oppression and mismanagement petition before the National Company Law Tribunal, New Delhi Bench, concerning material subsidiary JPFL Films Private Limited. Jindal Poly Films alleges that conduct by a Brookfield-affiliated investor since March 2024 disrupted operations at JPFL Films, in which the investor holds all 79,990 compulsorily convertible preference shares.

Why did Jindal Poly Films file an NCLT petition?

Jindal Poly Films filed its petition on November 2, 2026, seeking redressal for alleged oppression and mismanagement in the affairs of JPFL Films. The company filed under Sections 241 and 242, read with Section 244, of the Companies Act, 2013, before the National Company Law Tribunal, New Delhi Bench.

Jindal Poly Films alleges that the investor has engaged in a continuing course of oppressive conduct since March 2024 and that the actions disrupted JPFL Films' operations. These are allegations by Jindal Poly Films, rather than findings by the tribunal, because the matter was pending admission when the November 2, 2026 disclosure was issued.

JPFL Films is identified as a material subsidiary in the November 2 filing. Jindal Poly Films said the petition was likely to be listed during that week, but said neither its outcome nor its impact on the company could be anticipated at that stage.

Who are the respondents in the JPFL Films petition?

The respondents are JPFL Films, Project Holdings Fourteen (DIFC) Limited, Amit Gupta and Aviral Jain. Jindal Poly Films describes Project Holdings Fourteen as an investment vehicle affiliated with Brookfield Corporation, while Amit Gupta and Aviral Jain are its nominee directors on the board of JPFL Films.

Project Holdings Fourteen holds 20 equity shares and all 79,990 compulsorily convertible preference shares in JPFL Films, according to the disclosure. The filing does not give the percentage ownership represented by those securities, their conversion terms, or Jindal Poly Films' holding, so it does not permit a calculation of control from the disclosed share numbers alone.

The parties are also linked through a shareholders' agreement dated March 16, 2022, which was amended on July 13, 2022. Jindal Poly Films, JPFL Films and Project Holdings Fourteen are parties to that agreement, which features in both the NCLT case and the investor's proposed arbitration.

What does Jindal Poly Films allege happened at JPFL Films?

Jindal Poly Films alleges that Project Holdings Fourteen's conduct from March 2024 was oppressive and disrupted operations at JPFL Films. The November 2 disclosure does not identify particular operating decisions, quantify the disruption, or state a financial loss arising from the alleged actions.

The petition seeks redressal for grievances concerning alleged oppression and mismanagement affecting Jindal Poly Films through the affairs of JPFL Films. Jindal Poly Films described the requested relief as declaratory, and therefore said that its claims could not be quantified.

Jindal Poly Films did not disclose a compensation amount, penalty amount or other monetary claim on November 2, 2026. It said expected financial implications were not ascertainable and that it would update the stock exchanges as appropriate.

How does the arbitration relate to the NCLT case?

The investor issued a notice of arbitration on October 16, 2026, alleging that JPFL Films and Jindal Poly Films breached the March 16, 2022 shareholders' agreement. The notice was issued under the rules of the Singapore International Arbitration Centre, with JPFL Films named as first respondent and Jindal Poly Films as second respondent.

Jindal Poly Films disputes those claims and responded on October 25, 2026. It objected, among other matters, to the jurisdiction of the proposed arbitral tribunal and to arbitrability, on the basis that the issues fall within the NCLT's jurisdiction under Sections 241 and 242 of the Companies Act, 2013.

The proceedings therefore concern the same shareholder framework but have different stated claims. Jindal Poly Films is pursuing allegations of oppression and mismanagement at the NCLT, while Project Holdings Fourteen alleges breaches of the shareholders' agreement in the proposed arbitration.

What other court proceedings involve Jindal Poly Films?

Project Holdings Fourteen has filed a petition under Section 9 of the Arbitration and Conciliation Act, 1996, before the High Court of Delhi at New Delhi. The petition seeks interim measures in aid of the arbitration and names JPFL Films as respondent No. 1 and Jindal Poly Films as respondent No. 2.

Jindal Poly Films said it received a copy of the High Court petition on Friday, October 30, 2026, and would respond in due course. Its November 2 disclosure does not specify the interim measures requested by Project Holdings Fourteen or provide a date for a court hearing.

The arbitral tribunal had not yet been constituted when Jindal Poly Films made its November 2 announcement. This means the company had already raised jurisdiction and arbitrability objections in its October 25 response, while the Section 9 proceeding was seeking court measures connected with an arbitration process yet to have a tribunal.

Conclusion

The November 2, 2026 disclosure describes a multi-forum dispute over JPFL Films and the shareholders' agreement dated March 16, 2022. Jindal Poly Films alleges operational disruption from conduct beginning in March 2024, while Project Holdings Fourteen alleges agreement breaches; neither side's claims had been determined in the disclosed proceedings.

The next disclosed developments are the expected listing and admission process for the NCLT petition, Jindal Poly Films' response to the Section 9 case in the High Court of Delhi, and constitution of the arbitral tribunal. Jindal Poly Films has not quantified its claims or the potential financial implications, leaving tribunal, court and arbitration updates as the key matters to watch.