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TMI Blog2000 (1) TMI 899X X X X Extracts X X X X X X X X Extracts X X X X ..... e Company Law Board suggested the parties for resolving the dispute amicably. The Company Law Board accordingly passed an order on December 16, 1998, suggesting for restoration of parity in the shareholding and ordering one of the petitioners to continue in the board of directors along with the independent nominee of the Company Law Board. The Company Law Board also appointed M/s. Batliboi and Co. of M/s. Price Waterhouse to verify the accounts of the company and to ascertain the amounts invested by the appellant into the company. It was further ordered that on completion of the audit and on restoring the parity in the shareholding in the original level the parties should discuss the method of settlement of the entire family properties including the company. The Company Law Board with the consent of the parties passed a consent order and disposed the petition accordingly vide order dated May 25, 1999. The appellant thereafter submitted an application seeking for recalling of the consent order that was passed on May 25, 1999, before the Company Law Board, which was numbered as Company Petition No. 52 of 1998, alleging, inter alia , that because of the obdurate conduct of one of the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... t of the second respondent. We feel that the third petitioner should have had the mandate of the interim Board before taking any action in furtherance to the consent order. The same way we also feel that the second respondent has also overacted by lodging a police complaint as well as by filing a criminal case against the third petitioner. The real outcome of the consent order is the restoration of the status quo ante before the disputes started and has not brought about any new relationship between the parties. As a matter of fact, this order provides safeguards against possible allegations of oppression by providing for right issue of further shares and for proportional representation of the Board. There is nothing in the consent terms governing the subsequent conduct of the parties nor the respondents have alleged that the petitioners have acted against the terms of the consent. Therefore, we do not find any justification to recall the consent order and as such we dismiss CA No. 153 of 1999." Hence the appeal challenging the legality and validity of the orders dated May 25, 1999, and August 11, 1999. Mr. R. Gogoi, learned senior counsel appearing on behalf of the appellant, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... g upon its aid and intervention for redressal of the error committed by the court below. There is no inherent right to appeal. It is only a creature of the statute. An appeal under section 10F of the Companies Act, 1956 (for short "the Act, 1956") is maintainable against any decision or order of the Company Law Board on any question of law arising out of such order within sixty days from the date of communication of the decision or order. Under the proviso to section 10F the aforesaid period can be elongated further up to sixty days where the High Court is satisfied that the appellant was prevented by sufficient cause for filing the appeal within the aforesaid period. One of the orders of the Company Law Board, which is also a subject matter in this appeal, is passed on May 25, 1999. The present appeal was presented in the court on August 23, 1999. The appeal against the order dated May 25, 1999 is, therefore, time barred. The appellant has not also pleaded sufficient cause for not preferring the appeal earlier indicating any event of circumstances which prevented it from preferring the appeal in time. That apart, the order dated May 25, 1999, is an order sequel to the order dated ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... sent. The Company Law Board passed its order on considering all the relevant aspects of the matter. The powers conferred on the Company Law Board under section 402 are wide and discretionary in nature. Section 397/398 along with section 402 of the Act, 1956, clothed the Company Law Board with ample jurisdiction to achieve the object set out in the statute. The only limitation on the exercise of power is that a nexus must exist between the orders that may be passed by the object sought to be attained through section 397/398/402 of the Act, 1956 and the Companies (Court) Rules. It may further be remembered that where an order is made by the authority within its discretion the appellate court in the matter arising out of the discretionary power will not interfere with its exercise unless the appellate court found that the discretion has been exercised on wrong principle or that there is failure of justice. In this context it would be worthwhile to recall the following statement of law from Halsbury's Laws of England. "656. Appeal from the exercise of a judge's discretion. Where the order of a judge in chambers is made within his discretion, the appellate court, whether it be the ..... X X X X Extracts X X X X X X X X Extracts X X X X
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