Civil jurisdiction survives where fraud and disputed share allotment require evidence beyond summary rectification proceedings.

Allegations of fraud, breach of fiduciary duty, concealment of control over shareholder companies, and challenge to the validity of share allotment and recording in the register raised contested questions of title and fraud that required evidence. The dispute was not confined to a simple proceeding for refusal of registration or rectification under Sections 58 and 59 of the Companies Act, 2013. Section 430 did not oust civil jurisdiction on these facts because the matter was not within the Tribunal's exclusive domain. The suit was therefore maintainable before the civil court, and the challenge to civil court jurisdiction failed.

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Issues: Whether the civil court's jurisdiction was barred and the suit was maintainable before the civil court rather than the National Company Law Tribunal, given the allegations of fraud, breach of fiduciary duty, and challenge to share allotment and recording of shareholding.

Analysis: The suit was not treated as a mere proceeding for refusal of registration or rectification of the register under Sections 58 and 59 of the Companies Act, 2013. The pleaded case centred on alleged fraud by the auditor, concealment of control over the shareholder companies, and the validity of the allotment and recording of shares in the register. The dispute thus involved seriously contested questions of title and fraud that would require evidence and could not be confined to the summary field of rectification. Section 430 of the Companies Act, 2013 did not oust civil jurisdiction on these facts because the matter did not fall within the exclusive determination contemplated for the Tribunal.

Conclusion: The suit was maintainable before the civil court and the challenge to civil court jurisdiction failed.

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