TaxTMI 
TaxTMI 
2010 (2) TMI 964
X X X X Extracts X X X X
X X X X Extracts X X X X
....anies Act, 1956 (hereinafter to be referred as "the Act"), seeking to direct respondents Nos. 1 to 12 therein to return the 1,310 shares to the petitioner and to direct the first respondent-company to make consequential amendments in the registers. The petitioner claims to have purchased from the thirteenth respondent, 1,310 shares valuing Rs. 1,31,000 on February 6, 1989. The bone of contention is whether the thirteenth respondent had any subsisting shares in the first respondent-company. According to the first respondent-company, the thirteenth respondent had transferred all his shares on August 28, 1985, in favour of respondents Nos. 2, 3 and K. Thangavelu (now deceased), thereby relinquishing all his rights in the company. Respondents N....
X X X X Extracts X X X X
X X X X Extracts X X X X
....ween the parties. 35. In the light of the above discussion, as this court does not find any valid reason for dismissing the appeal but there are valid reasons to interfere with the findings of the courts, below, the appeal has to be allowed answering the substantial questions of law in favour of the appellants/defendants. 36. In result, the second appeal is allowed setting/aside the judgments and decrees of the courts below, and the suit is also, dismissed. Further, the respondent/plaintiff is at liberty to approach the appropriate forum as stated supra. No costs. Connected C.M.P. is closed." 4. The respondent in the above second appeal is the thirteenth respondent herein. The present respondent (the company petitioner) Shri T. Raj....
X X X X Extracts X X X X
X X X X Extracts X X X X
.... 2, 3 and the deceased Thangavelu. This was followed by the filing of a civil suit which was dismissed by the High Court on the issue of jurisdiction. 5. The applicant-company disputes the maintainability of the company petition which is filed under section 111 of the Act. The averments in the interlocutory application can be briefly stated as given below : "Section 111(1) to (3) does not apply since, the applicant has no case regarding delivery of any instrument of transfer and refusal to register the transfer of shares. The petitioner in the company petition is not falling within the meaning of the expression 'aggrieved' to become eligible to file the petition under section 111(4) of the Act. The judgment of the Madras High Court gr....
X X X X Extracts X X X X
X X X X Extracts X X X X
....the company petition for any reasons." 6. The respondent/petitioner in the company application filed a counter to the application by pleading as follows : "The petitioner approached the Company Law Board on the basis of the observation of the High Court of Madras. The contention of the petitioner before the High Court is that the civil court has no jurisdiction to entertain the case, and the same has been accepted by the High Court. After having raised such a plea before the High Court the applicant is estopped from raising this preliminary issue on maintainability. The attempt is only to avoid defending the case on its merits. The petitioner cannot rely on the merits of the case while hearing the case on the issue regarding maintaina....
X X X X Extracts X X X X
X X X X Extracts X X X X
....e Tribunal constituted under the Companies Act and that the civil court has no jurisdiction to entertain the dispute. As already pointed out, the above contention was upheld by the High Court. "After having contended as above, the respondents herein are estopped from putting forward a plea, regarding the maintainability of the proceedings under section 111(4) of the Act. The petitioner cannot blow hot' and cold, causing loss to the respondent. On the very same reasoning the petitioner cannot contend that the issues involved could not be solved before the Company Law Board since certain complicated questions are involved. Whether the thirteenth respondent has title to the disputed shares and. whether the first respondent herein is having aut....