ARVIND PARWAL Vs. B.K. PANDYA

JUDGEMENT

(1.) THIS is plaintiffs' second appeal against the judgment and decree dated 1.5.2006 passed in regular First Appeal No. 26/05. By the impugned judgment and decree the appellate Court has reversed the judgment and decree passed by the trial Court.

(2.) APPELLANTS had filed a suit for declaration on the allegation that they had purchased certain shares of respondent No. 2 in the year 1991 from the Mumbai Stock Exchange. Subsequent to the purchase because of the Harsh Mehta scam in the share market, and pending investigation/inquiry, there was a ban on transfer of shares by Special Court, Mumbai and shares were seized. According to the plaintiffs they were bona fide purchasers and they were not involved in any scandal or scam. Appellants had filed claim before the Special Court for the release of their shares. On due consideration application was allowed and the shares were released. Thereafter appellants had applied to respondent 2 for transfer and registration of those shares in the appellants' name. Respondent 2 returned shares and refused to register shares in the name of appellants on the ground that the signature of the transferor did not tally with the company's record. This compelled appellants to file a civil suit. Respondent 1, the transferor of the share, did not contest the suit and remained ex parte. The matter was contested by respondent 2. On the basis of the pleadings of the parties, trial Court stuck issues and allowed the parties to lead evidence. Learned trial Judge decreed the suit and issued declaration claimed by the appellants. Aggrieved by the judgment and decree passed by the trial Court, respondent 2 preferred First Appeal which was allowed by the impugned judgment and decree. Hence, this appeal as mentioned above.

(3.) I have carefully gone through, records of the Courts below in context of submission urged by learned Counsel for appellants. A bare perusal of impugned judgment and decree reveals that the cases cited before me, were relied upon by the appellants before the lower appellate Court. Lower Appellate Court found that the cases were distinguishable in the facts and circumstances of the case in hand. I find no infirmity with the reasons assigned by the lower appellate Court. Under Section 108 of the Companies Act, 1956 (for short the Act), provision has been made for transfer and registration of the shares and debentures of a company. Under Section 110 of the Act, enables either the transferor or transferee to move an application for registration of the transfer of the shares. Section 111 provides that a company may refuse registration and against such refusal an appeal is provided to the Company Law Board constituted under Section 10E of the Act. Section 10 provides for an appeal against any decision or order of the Company Law Board to the High Court.