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TMI Blog2007 (9) TMI 406X X X X Extracts X X X X X X X X Extracts X X X X ..... re placed, they will be referred to and discussed in the order that may be passed upon the fresh consideration of the matter following this remand.The Company Law Board should endeavour to dispose of the amendment application within a period of six weeks from the date of deposit of an authenticated copy of this order. - A.P.O.T. NOS. 451 AND 460 OF 2007 A.C.O. NOS. 152 AND 156 OF 2007 - - - Dated:- 5-9-2007 - SANJIB BANERJEE, J. S. B. Mookerjee, P.C. Sen, Ranjan Deb, S.N. Mookerjee, D. Basak, Ms. Ritu Bhalla, Ms. Manju Bhutoria, Ms. Neelina Chatterjee and Neeladri Bhattacharya for the Appellant. Goutam Chakraborty, Ratnanko Banerjee, D.N. Sharma and Ms. Mousumi Bhattacharya for the Respondent. JUDGMENT 1. The p ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... aw Board. As to the reasons for the order, regulation 46 of the Company Law Board Regulations, 1991, is cited and the amendment application has been allowed "to consider real controversies between the parties and to avoid multiplicity of litigation". 3. Without meaning any disrespect, that is the conclusion and not the reason. The reasons would be the links that would lead to such conclusion for such is a conclusion which is necessary for an amendment application to be allowed. 4. It appears from the nature of charges sought to be incorporated by way of amendment that the petitioners before the Company Law Board proceedings have been more hard done by the cryptic order than by the alleged machinations of the persons in control of th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of the Code of Civil Procedure. The appellants rely on the first sub-paragraph to suggest that an order allowing an amendment would be an appealable order. However, for the purpose of the present proceedings, even though the Civil Procedure Code would not strictly apply, section 100 of the Code would be more apposite than section 103 as the questions of law that are required to be raised in an appeal under section 10F of the Companies Act, 1956, are somewhat similar to the questions of law required to be raised in a second appeal under the Code. 7. The necessity for a judicial order or a quasi-judicial order recording reasons and the extent of adequacy of reasons have been stressed upon by the petitioners by referring to the judgment i ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... it is only upon the company s affidavit being furnished that they came to know that the status that they had urged as prevailing as on the date of institution of the proceedings had been sought to be altered. The petitioners in the Company Law Board proceedings submit that their original shareholding of about half the paid- up capital of the company was shown to have shrunk to less than a half per cent of the subsequently increased paid-up capital of the company. 10. It will appear from the order, and without going into the other grounds of appeal, that protracted proceedings were had before the order came to be passed. It would not suffice for a Tribunal enjoying all the trappings of a court that the Company Law Board does, to merely r ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d on the reasons given in support thereof. The order impugned has no element of "why" for the "what" therein to stand on. 13. It is also of some significance that the impugned order has been made at the threshold of the proceedings where a petitioner has to pass the just and equitable test before he can have a look in. The Company Law Board has inherited a jurisdiction that has a rich legacy. It has the authority, in such jurisdiction, to hold that a perfectly legal act may, in the context, be inequitable or that an apparently illegal act is justified, in the context or by necessity. 14. The order impugned does not show inadequacy of reasons, it has no reasons at all. And in giving no reasons in making the order, a question of law h ..... X X X X Extracts X X X X X X X X Extracts X X X X
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