1999 Supreme(Raj) 188
Rajasthan High Court
Honble V.S. KOKJE, J.
Eternit Everest Ltd. - Appellant
Versus
Neelmani Bhartiya - Respondents
D.B. Civil Revision Petition No. 248 of 1996
Decided On : March 15, 1999
Arun Bhansali and Salil Trivedi, for Petitioner
Headnote:C.P.C., Order 7, Rule 11 r/w Sec. 151 and Sec. 9; Companies Act, 1956, Sec. 111 and Sec. 113 – Jurisdiction of Civil Court – Relief claimed by the plaintiff that he be declared owner of shares – Case of cancellation of registration of shares in the name of the transferees obtained by misrepresentation or fraud or any other reason – No question of declaration because when the register is rectified, automatically, the shares will revert back to the plaintiff – Held – The case is cognizable by the Company Law Board and not by the Civil Court u/S. 9 of C.P.C. (Paras 10 & 11)
(2). The defendants took the plea that the suit was impliedly barred by the provisions of Section 111 and 113 of the Companies Act, 1956. It was contended that the Company Law provides a complete machinery for dealing with the grievances of the nature raised by the plaintiff in his suit and the provisions being special provisions oust the jurisdiction of the Civil Court. The contention of the plaintiff on the other hand was that there is no express bar against entertainment of a suit in respect of shares and the suit was maintainable under Section 9 of the CPC. It was also contended that an implied bar cannot be easily inferred in the situation. The civil courts right to give a declaration as to the title to the shares cannot be said to be ousted by provisions of the Companies Act.
(3). The trial court agreed with the plaintiff and rejected the application. Hen- ce this revision petition.
(4). Sub-Sections 4 to Sub-Section 10 of Section 111 of the Companies Act which are relevant for the purpose read as under:-
``(4):- If
(a) the name of any person-
(i) is without sufficient cause, entered in the register of members of a company or
(ii) after having been entered in the register, is, without sufficient cause, omitted therefrom;or
(b) default is made, or unnecessary delay takes place, in entering in the register the fact of any person having become, or ceased to be, a member (including a refusal under Sub-Section (1)) the person aggrieved, or any member of the company, or the company, may apply to the Company Law Board for rectification of the register.
(5):- The Company Law Board, while dealing with an appeal prefer- red under Sub-Section (2) or an application made under Sub Section (4) may, after hearing the parties, either dismiss the appeal or reject the application, or by
(a) direct that the transfer or transmission shall be registered by the company and