9911796707
TMI Blog1999 (3) TMI 486X X X X Extracts X X X X X X X X Extracts X X X X ..... uplicate shares. It was contended in the plaint that Eternit Everest Ltd. is a company which had floated a public issue of its shares which was being managed by M.C.S. Ltd. The plaintiff had purchased 300 shares which were recorded in the plaintiff's name in the records of the company. It is further contended in the plaint that the share certificates issued by the company to the plaintiff were lost and are not traceable to the plaintiff. It was further contended that the plaintiff wanted to sell those shares and for that purpose, he contacted certain brokers from Bombay and the plaintiff had signed transfer deeds also for the purpose of forwarding the same to the share brokers for sale of the shares. It is stated that the share certificates ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s no express bar against entertainment of a suit in respect of shares and the suit was maintainable under section 9 of the Code. It was also contended that an implied bar cannot be easily inferred in the situation. The civil court's right to give a declaration as to the title to the shares cannot be said to be ousted by the provisions of the Act. 3. The Trial Court agreed with the plaintiff and rejected the application. Hence, this revision petition. 4. Sub-section (4) to sub-section (10) of section 111, which are relevant for the purpose, read as under : "(4)If- ( a ) the name of any person ( i ) is, without sufficient cause, entered in the register of members of a company, or ( ii ) after having been entered in the regist ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ed in, or omitted from, the register; ( b ).generally, may decide any question which it is necessary or expedient to decide in connection with the application for rectification. (8). The provisions of sub-sections (4) to (7) shall apply in relation to the rectification of the register of debenture holders as they apply in relation to the rectification of the register of members. (9). If default is made in giving effect to the orders of the Company Law Board under this section, the company and every officer of the company who is in default shall be punishable with fine which may extend to one thousand rupees, and with a further fine which may extend to one hundred rupees for every day after the first after which the default continues. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rectification all matters raised in that connection should be decided by the Court under section 155 and if it finds adjudication of any matter not falling under it, it may direct a party to get his right adjudicated by civil court. Unless jurisdiction is expressly or impliedly barred under a statute, for violation or redress of any such right, civil court would have jurisdiction. There is nothing under the Act expressly barring the jurisdiction of the civil court, but the jurisdiction of the 'court' as defined under the Act exercising its powers under various sections where it has been invested with exclusive jurisdiction, the jurisdiction of the civil court is impliedly barred. It was held that the jurisdiction of the Court under section ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... o damages, costs and incidental and consequential orders. It may decide any question relating to the title of any person who is aparty before it to have his name entered upon the company's register, and any question which it is necessary or expedient to decide. It may make interim orders. Failure to comply with any order visits the company with a fine. In regard to all these matters it has exclusive jurisdiction (except under the provisions of the Special Courts Act which is the issue before us). In exercising its functions under section 111, the Company Law Board must, and does, act judicially. Its orders are appealable. The Company Law Board, further, is a permanent body constituted under a statute. It is difficult to see how it can be ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... hem up before the company for the shares being registered in their names, it is clearly a case of cancellation of such registration of shares in the names of the transferees obtained by misrepresentation or fraud or any other reason. There is no question of declaration because when the register is rectified, automatically, the shares would revert back to the plaintiff. Moreover, the transferees would be necessary parties to suit for any such declaration and they are not impleaded. 9. In the aforesaid circumstances, the case is clearly cognizable by the CLB and as such, not by the civil court under section 9 of the Code. The revision petition is allowed. The order of Trial Court is set aside and the plaint is rejected. - - TaxTMI - TM ..... X X X X Extracts X X X X X X X X Extracts X X X X
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