Company law appeal provision construed to mean the High Court itself, not a mandatory Full Bench hearing.

Section 155(4)(b) of the Companies Act, 1956 was construed as referring to the High Court's character, not to a requirement that the appeal be heard by a Bench of three or more Judges. The rectification remedy was treated as a statutory company-court jurisdiction, with the appeal confined to the grounds under section 100 of the Code of Civil Procedure, 1908. The provision was also viewed as a valid classification between larger and smaller High Courts, and the absence of an intra-court appeal in smaller High Courts was described as a legislative choice subject to constitutional correction if necessary. An appeal lies to a Division Bench.

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Issues: Whether clause (b) of sub-section (4) of section 155 of the Companies Act, 1956 requires an appeal from a single Judge's order to be heard by a Bench of three or more Judges, or whether it merely describes the High Court in which such appeal arises.

Analysis: The provision was construed in the setting of section 155 as a whole. The rectification jurisdiction is a statutory company-court remedy, and the appeal under sub-section (4) is limited to the grounds under section 100 of the Code of Civil Procedure, 1908. The phrase "High Court consisting of three or more judges" was held to qualify the High Court itself and not the strength of the appellate Bench. The language used elsewhere in statutes, when the Legislature intends to prescribe a minimum Bench strength, is materially different. The provision was also upheld as a valid classification between larger High Courts and smaller High Courts, and the absence of an intra-court appeal in smaller High Courts was treated as a legislative choice, subject to constitutional correction in an appropriate case.

Conclusion: Section 155(4)(b) does not require a Full Bench of three or more Judges; an appeal lies to a Division Bench of the High Court.

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