Judgment

Kirpal, J.-These appeals by special leave arise from the common order of the Company Law Board (respondent No. 1) which had partly upheld the decision of Bajaj Tempo Limited (respondent No. 2) in declining to register the transfer of it’s shares in favour of M/s. Bajaj Auto Limited which had been purchased by the appellants. These are essen­tially two groups of shareholders which control these companies. While ‘Bajaj Group’ has the control of the appellant it is ‘Firodia Group’ which controls Bajaj Tempo Ltd.

2. Bajaj Auto Limited (appellant in Civil Appeal No. 3480/36) is the holding company of Bajaj Auto Holdings Limited (appellant in C.A. Nos. 3480/86 and 3420-79/86) and they, along with other individuals who were members of their group (all of whom are appellants in these appeals) are existing share-holders of Bajaj Tempo Limited which is a public limited company. Bajaj Auto Limited purchased 50 shares of Bajaj Tempo Limited and Bajaj Auto Holdings Limited purchased 13150 shares of the said company. These purchases were made in the year 1983 through different brokers and they were sent to M/s. Bajaj Tempo Limited for transfer of shares in the appellants’ names. By three