S. K. GUPTA & ANR. vs K. P. JAIN & ANR.

The Supreme Court examined the provisions of the Companies Act, 1956, specifically Sections 391 and 392, regarding the modification of a sanctioned scheme of compromise or arrangement. The Court held that substituting a new propounder in place of the original propounder constitutes a fundamental change that cannot be classified as a mere modification under Section 392. Consequently, the Court upheld the Division Bench's decision to reject the substitution of the appellants as proponents of the scheme without consulting the creditors, thereby affirming the need for adherence to the statutory requirements for modifications.