Summary
| Category | Data |
|---|---|
| Court | Supreme Court of India |
| Case Number | C.A. No.-000092-000092 – 2026 |
| Diary Number | 2094/2017 |
| Judge Name | HON’BLE MR. JUSTICE J.B. PARDIWALA |
| Bench |
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| Precedent Value | Binding—clarifies limits on application of Limitation Act to company-law tribunals |
| Overrules / Affirms |
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| Type of Law |
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| Questions of Law |
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| Ratio Decidendi | The Limitation Act 1963, including Section 5 (extension), applies only to courts, not to quasi-judicial bodies, absent explicit legislative text. Principles underlying Section 14 (exclusion) cannot be conflated with Section 5 (extension) because the former restores a litigant’s right as of a fixed date, while the latter exercises judicial discretion to lengthen the limitation period itself. Company Law Board Regulations’ “inherent power” provisions cannot override the statutory time limits in Section 58(3). The appeal under Section 58(3) must be filed strictly within 30/60 days; no power exists to condone delay. Section 433 of the Companies Act 2013, empowering NCLT/NCLAT to apply the Limitation Act, cannot retroactively empower the CLB. |
| Judgments Relied Upon |
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| Logic / Jurisprudence / Authorities Relied Upon by the Court |
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| Facts as Summarised by the Court | The respondent, legal heir by probate of 20 shares, sought transmission registration; company refused on 30.04.2013. Under Section 58(3) (erstwhile §111), appeal due by 30.06.2013 but filed on 07.02.2014 before the CLB with 249-day delay. CLB condoned delay; High Court affirmed. Dispute arose over CLB’s power to condone delay absent express statutory text. |
Practical Impact
| Category | Impact |
|---|---|
| Binding On | Company Law Board; National Company Law Tribunal; subordinate courts handling corporate appeals |
| Persuasive For | High Courts on tribunal-law procedural limits; tribunals in other sectors |
| Overrules | CLB & Calcutta High Court orders condoning delay in Section 58 appeals |
| Distinguishes | Nupur Mitra’s application to rectification petitions (no registry-refusal appeals) |
| Follows | Town Municipal Council; Parson Tools; M.P. Steel |
What’s New / What Lawyers Should Note
- Clarifies that Section 5 of Limitation Act 1963 (extension) is unavailable to CLB/NCLT unless statute expressly so empowers.
- Reaffirms that Limitation Act applies only to courts; tribunals need explicit inclusion (e.g., Section 433, Companies Act 2013 for NCLT/NCLAT).
- Distinguishes discretionary extension (Section 5) from mandatory exclusion (Section 14).
- Confirms that CLB Regulations’ “inherent powers” cannot override statutory limitation periods.
- Emphasises that a later-enacted provision empowering NCLT/NCLAT (Section 433) does not retroactively empower CLB to condone delay.
- Lawyers may cite this ruling to oppose condonation applications in corporate appeals before tribunals lacking express time-extension powers.
Summary of Legal Reasoning
- Body-specific application of Limitation Act: Only courts, not tribunals, fall under Limitation Act 1963 absent express provision (Town Municipal; Parson Tools).
- Statutory scheme of CLB: Erstwhile §10E(4C) grants limited procedural powers; no express power to apply Section 5; appeals under §58 heard by CLB until NCLT constituted.
- Distinguish Sections 5 vs 14:
- Section 5: discretionary extension of time—judicial discretion needed; cannot be analogously applied to tribunals without statutory text.
- Section 14: mandatory exclusion—restores right as of specific date; may analogously apply where scheme permits.
- Express inclusion required: Extension-of-time powers must be expressly granted (e.g., proviso or saving clause akin to Section 433).
- Simpliciter limitation in §58(3): 30/60-day rule is mandatory; “may” does not render it directory (Fairgrowth).
- No retrospective CLB empowerment: Section 433 applies only to NCLT/NCLAT upon their constitution; cannot revive remedies already time-barred prior to 2013 or 2016.
Arguments by the Parties
Petitioner
- CLB lacks statutory power to condone delay under §58(3); Limitation Act 1963 doesn’t apply to tribunals (Officer on Special Duty; Prakash H. Jain; Om Prakash).
- CLB Regulations’ saving clause cannot override statutory time-bar; extension power must be in statute.
- §5 Limitation Act pertains to appeals/applications to courts, not original proceedings or tribunal appeals.
- §433 empowerment occurred after CLB order; cannot apply retrospectively to earlier orders.
Respondent
- No express prohibition in §58(3) against late appeals; §29(2) Limitation Act integrates Act 1963 unless expressly excluded.
- Principles underlying Section 5 may analogously apply to tribunals (M.P. Steel); courts have applied Limitation Act to CLB appeals.
- Change in law (Section 433) during pendency may be considered; no vested right in petitioner—appeal is continuation of proceedings (Lakshmi Narayan Guin; Dilip; H.V. Rajan).
Factual Background
The respondent, entitled by probate (1990) to 20 shares, sent notice for transmission in March 2013; company refused on 30.04.2013. Under erstwhile §111, appeal was due by 30.06.2013 but filed only on 07.02.2014 with 249-day delay before CLB. CLB condoned delay; High Court (and Supreme Court on appeal) affirmed. Dispute focused on CLB’s authority to extend statutory limitation.
Statutory Analysis
Section 58(3), Companies Act 2013: 30-day appeal period from refusal notice; 60 days if no notice sent; no proviso granting CLB extension power.
Section 433, Companies Act 2013: empowers NCLT and NCLAT to apply Limitation Act 1963 “as far as may be”—not applicable to CLB.
Limitation Act 1963:
- §5: discretionary extension of time for appeals/applications before courts upon “sufficient cause” (inapplicable to tribunals absent legislative text).
- §14: mandatory exclusion of time for abortive proceedings (applies to courts; principles sometimes analogously applied to tribunals).
- §29(2): savings for special-law limitation periods to exclude §§4–24 only when appeals/applications to courts.
Alert Indicators
- ✔ Precedent Followed – reinforces that Limitation Act applies only to courts absent express inclusion
- 🚨 Breaking Precedent – deprives CLB of previously assumed condonation power in §58 appeals
- 🔄 Conflicting Decisions – resolves divergence between M.P. Steel’s principles and CLB/HC practice in company appeals