The provisions of the Limitation Act, 1963 are applicable to proceedings before the Company Law Board (CLB).

Soumen Sen, J.

The short point arises in this appeal is whether the Company Law Board lacked authority in receiving the petition under Section 58 of the Companies Act, 2013 beyond the period prescribed in sub-section 4 thereof.

2. The facts limited to the aforesaid issue are summarized below.

3. Rohinten Daddy Mazda became the owner of 20 shares of the appellant Company by a grant of probate on 30th November, 1990. The petitioner on 1st March, 2013 applied to the company for transfer of 20 shares. On 30th April, 2013 the Company refused transmission of the said shares. The respondent issued a legal notice on 18th July, 2013 threatening legal action. Sections 111 and 111A of the Companies Act, 1956 stand replaced on 12th September, 2013 by insertion of new Sections 58 and 59 of the Companies Act, 2013. On 12th December, 2013, Mr. Mazda forwarded a copy of petition under Section 111A(2) of the Act to the appellant Company. Thereafter Sri Mazda presented the petition before the Company Law Board on 13th December, 2013. On 16th December, 2013, a letter was issued by the Bench Officer to rectify the defects and submitted further documents.

4. On an advice that the said application may not be maintainable under the provisions of the old Act, since new Act by the time had come into force on 3rd February, 2014, Sri Mazda filed a petition under Section 58 of the Companies Act, 2013 along with an application under Regulation 44 of the Company Law Board Regulations, 1991 for condonation of delay and for enlargement of time.

5. The Bench Officer of CLB by a letter dated 18th February, 2014 informed the Advocate of Sri Mazda that the petition filed on 13th December, 2013 being defective remained unnumbered. The subsequent petition for self-same relief was filed on 7th February, 2014 and registered as CP No.31 of 2014. The appellant filed an application for dismissal of CP No.31 of 2014 on the ground that the respondent already having filed an application seeking rectification, the subsequent application for the self-same relief is not maintainable.

6. On 29th August, 2013, the Parliament had received the assent of the President of the new Companies Act, 2013 and the same was published in the Gazette of India on 30th August, 2013 for general information. In exercise of powers conferred by sub-section 3 of Section 1 of the Companies Act, 2013, the Central Government appointed 12th September, 2013 as the date on which some of the provisions of the Companies Act came into operation including Section 58 of the Companies, 2013 which is corresponding to the earlier Section 111 and Section 111A of the Companies Act, 1956. The Department of Company Law Board brought it to the notice of the applicant and in view thereof the petitioner filed CP No.31 of 2014 seeking self-same relief.

7. Before the Company Law Board various points were raised for refusal to allow transmission of shares.

8. In the said proceeding, Sri Mazda filed an application for condonation of delay of 249 days in filing the petition for refusal to register the transfer/transmission of shares and for rectification of register under Section 58 of the Companies Act, 2013 and also for enlargement of time.

9. This prayer was opposed on behalf of the company appellant on the ground that Section 5 of the Limitation Act does not apply to quasi-judicial bodies of Tribunal which include the Company Law Board.

10. It is submitted that it would be clear from Section 5 of the Limitation Act, 1963 that the said provision would apply to the “Court”, not “Quasi-Judicial authorities” or “Tribunals” unless such Tribunals and the authorities are vested with the power of enlargement of time.

11. Mr. Jishnu Saha, the learned Senior Counsel appearing on behalf of the petitioner although does not dispute that by operation of law, the petitioner would become the beneficial owner of the shares by reason of the grant of probate but raised serious objections with regard to the enforcement of such right by the