Finality of statutory adjudication bars collateral reopening in company proceedings over jurisdiction and land resumption disputes.

Where parties have, by consent and participation, pursued a statutory tribunal and a Division Bench on the same controversy, the company court may treat the prior course as leave by necessary implication and decline to reopen the jurisdictional objection under company law. The commentary also states that a resumption proceeding affecting disputed land cannot be re-agitated in collateral company proceedings once the Tribunal and Division Bench have recorded findings on the relevant land status and ceiling position, particularly where those findings conflict with the State's asserted resumption. The operative theme is finality of earlier statutory adjudication and resistance to collateral reopening.

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Issues: (i) Whether, in view of the parties having proceeded before the statutory Tribunal and the Division Bench, the company court could reopen the controversy or treat the proceedings as unauthorised for want of leave under section 446(2) of the Companies Act, 1956. (ii) Whether the resumption proceeding under section 6(3) of the West Bengal Estate Acquisition Act, 1953 could be sustained in relation to the disputed land after the findings recorded by the Tribunal and the Division Bench.

Issue (i): Whether, in view of the parties having proceeded before the statutory Tribunal and the Division Bench, the company court could reopen the controversy or treat the proceedings as unauthorised for want of leave under section 446(2) of the Companies Act, 1956.

Analysis: The controversy had already been taken before the West Bengal Land Reforms and Tenancy Tribunal and thereafter before the Division Bench by consent and participation of the parties. The company court had in effect permitted the parties to pursue the statutory forum and return with the result of that adjudication. In that setting, the later attempt to reopen the same jurisdictional question before the company court was not permissible. The court treated the earlier course as leave by necessary implication and held that the statutory forum's jurisdiction, conferred by the constitutional scheme, could not be questioned at that stage.

Conclusion: The objection to the proceedings before the Tribunal and the Division Bench was rejected, and the company court declined to reopen the jurisdictional issue.

Issue (ii): Whether the resumption proceeding under section 6(3) of the West Bengal Estate Acquisition Act, 1953 could be sustained in relation to the disputed land after the findings recorded by the Tribunal and the Division Bench.

Analysis: The prior adjudications had determined that the company in liquidation held at least the factory land within the ceiling limit and that the impugned resumption could not extend to the entire area treated by the State as resumable. The statutory scheme under section 6(3) was read with the later ceiling regime under section 14Z of the West Bengal Land Reforms Act, 1955, and the reasoning of the Division Bench as well as the Tribunal was taken to have settled the material facts. In those circumstances, the school's claim to reopen the matter lacked locus at that stage, and the State's resumption action, insofar as it conflicted with the earlier findings, could not survive.

Conclusion: The challenge to the resumption proceeding was not accepted, and no further adjudication on the disputed land was warranted in the company applications.

Final Conclusion: The earlier determinations having settled the operative controversy, the company court left the State action undisturbed to the extent recognised by those findings and disposed of the connected company applications accordingly.

Ratio Decidendi: Where parties have, by consent and conduct, pursued a statutory forum and secured final findings on the same controversy, the company court will not reopen the dispute, and a resumption action inconsistent with those final findings cannot be re-agitated in collateral company proceedings.

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