1996 (2) TMI 361 - Commission - Companies Law

Summary

Issues:
1. Review application under section 13(2) of the Monopolies and Restrictive Trade Practices Act, 1969.
2. Allegations of failure to transfer shares against Ballarpur Industries Ltd.
3. Interpretation of section 22A of the Securities Contracts (Regulation) Act.
4. Dispute regarding title to shares and heirship of deceased.

Analysis:
The judgment pertains to a review application filed under section 13(2) of the Monopolies and Restrictive Trade Practices Act, 1969. The review applicant initially filed a complaint petition alleging that Ballarpur Industries Ltd. failed to transfer 600 equity shares despite fulfilling all formalities. The Commission's earlier decision stated no case under the Act was made out due to pending legal issues, including a partition suit and dismissal of probate application. The review applicant argued that shares are freely transferable, invoking section 22A of the Securities Contracts (Regulation) Act, and accused the company of violating MRTP Act provisions.

Upon detailed review, it was found that the shares belonged to the deceased's estate, with a dispute over title between heirs. The company's refusal to transfer shares was deemed justified due to the ongoing title dispute. The judgment clarified that a company can refuse share transfer under section 22A of the Securities Contracts (Regulation) Act based on specific grounds, and the aggrieved party can seek remedy under section 111 of the Companies Act. The Commission concluded that no unfair trade practice was evident, and the review application was dismissed, granting the applicant liberty to pursue appropriate forums for redress.

The Commission emphasized that for MRTP Act applicability, there must be evidence of monopolistic, restrictive, or unfair trade practices, which were lacking in this case. The decision upheld the legality of the earlier ruling and highlighted the applicant's option to seek further recourse if unsatisfied. The judgment underscored the importance of legal procedures and the absence of prohibited trade practices by Ballarpur Industries Ltd., leading to the dismissal of the review application.