The main legal point established is that disputes falling under the scope of the Companies Act, 2013 are within the exclusive jurisdiction of the Company Law Tribunal, as per Section 430, barring the jurisdiction of the civil court.

JUDGMENT

1. Regard being had to the similitude of the seminal issue that arises for consideration, this order shall govern disposal of both these petitions.

2. The moot question in both these petitions is that as to whether after incorporation of Section 430 of The Companies Act, 2013 w.e.f. 1.6.2016, the civil Court is barred to proceed with the civil suit already pending before it?

3. The petitioner in both these petitions is Managing Director (MD) of Parental Drugs (India) Pvt. Ltd, a public limited listed company.

4. According to the Respondent No.1, the company initially allotted him 12000 shares and later allotted 12934 bonus shares. Thus, total 24934 shares were allotted to him. But he misplaced the share certificates. On 01.09.2010, he lodged a report with the Police Station Jooni, Indore and on 09.09.2010 applied to the company to issue duplicate certificates. When his request was not acceded, he made a complaint to SEBI. Vide letter dated 07.10.2010, SEBI informed him that the matter is being inquired. On 29.10.2010, he received an email from the petitioner/company that the company has received 2 transfer deeds along with original share certificate for transfer of 14267 shares in favour of Smt. Leela bai, therefore, duplicate certificate cannot be issued in his favour. Aggrieved by this denial of the company, the respondent No. 1 filed civil suit No. RCS A 7000013/2013 on 11.11.2010 in the Court of IInd Civil Judge Class-II, Indore for following relief:

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5. During pendency of the suit, the petitioner filed an application under Order 7 Rule 10 of CPC challenging the maintainability of the suit, which was dismissed. Appeal preferred by the petitioner before Add. Distt. Judge was also dismissed. The order of the appellate Court was not challenged by the petitioner and it has attended finality.

6. This time the petitioner filed an application under Order 7 Rule 11 of CPC stating that after incorporation of new company law 2013, the civil Court has lost jurisdiction to try the suit as the dispute between the parties falls under Section 56, 57, 58 & 59 of the Companies Act, 2013 and as per Section 430 such dispute can only be agitated before the Company Law Tribunal or the Company Law Appellate Tribunal.

7. The application was dismissed vide order dated 22.11.2019 passed by XVth Civil Judge Class-I, Indore observing that the respondent No.1/Plaintiff has denied execution of any transfer deed as claimed by the petitioner and has asserted that his signatures on this deed are fake and forged. It was further observed that the plaintiff (Respondent No. 1 herein) has filed civil suit for injunction to restrain the defendant from transferring the disputed shares. This is purely a civil dispute and as per Section 9 of the CPC the Court was competent to try the suit. This order is under challenge in the present petition.

8. Thus, the entire controversy revolves around the core question as to whether the dispute between the parties is covered under the provisions of the Companies Act?

9. It is submitted by the learned counsel for the petitioner that the matter pertains to ownership of the equity shares and all the issues relating to the ownership of shares, issuance of share certificates and other ancillary issues raised by the Respondent No. 1 falls under ambit and scope of and are subject matter of the provisions of Section 58-59 of the Companies Act, 2013. Therefore, as per the provisions of Section 430 of the Act, 2013, after constitution of the Company Law Tribunal vide notification dated 1st June 2016