Share transfer disputes involving alleged forgery require civil adjudication, not summary determination by the share-transfer forum.

Under Section 58 of the Companies Act, 2013, the share-transfer forum cannot determine disputed questions of title or the genuineness of transfer documents where forgery is alleged. The omission of the express title-determination power that existed under the earlier law was treated as significant, so such jurisdiction could not be inferred from ancillary powers or procedure. Because the dispute involved alleged forged signatures and criminal investigation material, civil adjudication was required. The challenge based on natural justice and perversity also failed, as the decision to decline summary determination and send the parties to civil court was a plausible view and no denial of hearing was shown.

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Issues: (i) Whether, in proceedings under Section 58 of the Companies Act, 2013, the appellate forum had jurisdiction to decide disputed questions of title and genuineness of transfer documents or to compel transfer of shares despite a contested forgery claim; (ii) Whether the order relegating the appellant to the civil court and disposing of the application suffered from breach of natural justice or perversity warranting interference in appeal.

Issue (i): Whether, in proceedings under Section 58 of the Companies Act, 2013, the appellate forum had jurisdiction to decide disputed questions of title and genuineness of transfer documents or to compel transfer of shares despite a contested forgery claim?

Analysis: Section 58 of the Companies Act, 2013 confers power to entertain an appeal against refusal to register transfer and to direct registration of transfer or rectification of register. The earlier Section 111(7) of the Companies Act, 1956 expressly empowered the tribunal to decide questions relating to title and other connected questions. That express power is absent in Section 58. The omission was treated as material, and the power to decide title was held to be a substantive jurisdiction that cannot be supplied merely by reading incidental or ancillary powers into the provision or by reliance on procedural regulations. Since the dispute involved alleged forged signatures, a police investigation, and a charge-sheet based on forgery, the issue required a full civil adjudication rather than a summary determination.

Conclusion: The forum under Section 58 of the Companies Act, 2013 had no jurisdiction to decide the disputed title and genuineness issue, and the party could be relegated to the civil court.

Issue (ii): Whether the order relegating the appellant to the civil court and disposing of the application suffered from breach of natural justice or perversity warranting interference in appeal?

Analysis: The appellate interference under Section 10F of the Companies Act, 1956 was limited to substantial questions of law. On the facts, the decision to decline summary adjudication of a forgery-based dispute and to direct recourse to the civil court was a plausible view and not one that no reasonable forum would take. The record also did not show a pleaded or substantiated denial of hearing on the main petition. The complaint of natural justice was therefore unsupported, and no perversity in the exercise of discretion was established.

Conclusion: No interference was warranted; the challenge on natural justice and perversity failed.

Final Conclusion: The appeal could not succeed because the disputed share-transfer issue required civil adjudication rather than summary resolution, and the impugned order did not disclose any legal infirmity requiring reversal.

Ratio Decidendi: Where the statute omits the express power to decide title that existed under the predecessor provision, a summary share-transfer forum cannot assume that substantive jurisdiction by implication, and disputed forgery or title questions must be left to the civil court.

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