( 1 ). The short point for determination in this matter is the nature of jurisdiction the Company Court exercises under Section 155 of the Companies Act, 1956 (for short the Act ) while dealing with petitions seeking rectification of register of members. Whether the jurisdiction is of summary nature and can the Company Court decline to entertain a petition which involves complicated and disputed questions of facts requiring extensive evidence, is the main question that is required to be answered by us in this reference. The other question is whether the jurisdiction of the Civil Court to entertain disputes relating to title of shares is barred.

( 2 ). One ofus (J. K. Mehra,j.)afternoticingtheconflictofopinionin judgments of this Court has made the order of reference so that the conflict may be resolved by a larger Bench. It would be useful to reproduce the order of reference dated 12th May, 1993 which reads as under:-

"the question has arisen in this case whether complicated and disputed questions of facts which require extensive evidence should be dealt with while adjudicating the title of equity shareholder to certain shares and the rectification of the regist