కంపనీ లా Board

The Company Law Board was constituted by the Central Government as an independent quasi-judicial body w.e.f 31.5.1991 Under Section 10E of the Companies Act, 1956 replacing the erstwhile Company Law Board which was primarily as a delegatee of the Central government since 1.2.1964. The Company Law Board has framed Company Law Board Regulations 1991 wherein all the procedure for filing the applications/petitions before the Company Law Board has been prescribed. The Central Government has also prescribed the fees for making applications/petitions before the Company Law Board under the Company Law Board (Fees on applications and Petitions) Rules 1991.
The Board has its Regional Benches at Mumbai, Calcutta, Chennai & New Delhi besides the Principal Bench at New Delhi and the Additional Principal Bench at Chennai. The matters falling under section 235, 237, 247, 248, 250, 388B, 408 & 409 and matters falling under Chapter VI of Part VI of the Companies Act, 1956 and under section 2 A of the Monopolies Act are dealt with by the Principal Bench at New Delhi and the matters also falling under section 235, 237, 247 and 250 of the Act and matter falling under Chapter VI of Part VI of the Act in so far as they relates to Southern Region are dealt with by the Additional Principal Bench at Chennai. The Regional Benches are mainly concerned with petitions/applications under sections 17, 18, 19, 58A, 80A, 111,111A, 113, 141,163,167, 186, 196, 219, 269, 614, 621A, 634A, of the Companies Act, 1956 and Section 45QA of the Reserve Bank of India Act, 1934. The matters falling under section 45QA of the Reserve Bank of India Act, which were earlier within the purview of the RBI, have now been entrusted to the Company Law Board. The Central Government have accordingly amended RBI Act giving powers to the Company Law Board to deal with the applications filed by the aggrieved depositors of Non-Banking Financial Companies (NBFCs) under section 45QA of the RBI Act, 1934.
Principal Bench : Bench Officer, Company Law Board, 5th Floor, ‘A’ Wing , Shastri Bhavan, Dr. Rajendra Prasad Road, New Delhi-110001 Phone : 011 - 23387355

Addl. Principal Bench :Bench Officer, Company Law Board, Shastri Bhawan, Block-1, 26, Haddows Road, Chennai. Phone : 044 - 28273639

Southern Region Bench :Bench Officer,Company Law Board, Shastri Bhawan, Block-1, 26, Haddows Road, Chennai Phone : 044 - 28273512


Constitution of Board of Company Law Administration
10E (1) As soon as may be after the commencement of the Companies (Amendment) Act, 1988, the Central Government shall, by notification in the Official Gazette, constitute a Board to be called the Board of Company Law Administration.
(1A) The Company Law Board shall exercise and discharge such powers and functions as may be conferred on it, by or under this Act or any other law, and shall also exercise and discharge such other powers and functions of the Central Government under this Act or any other law as may be conferred on it by the Central Government, by notification in the Official Gazette under the provisions of this Act or that other law.
(2) The Company Law Board shall consist of such number of members, not exceeding (nine), as the Central Government deems fit, to be appointed by that Government by notification in the Official Gazette:
Provided that the Central Government may, by notification in the Official Gazette, continue the appointment of the Chairman or any other member of the Company Law Board functioning as such immediately before the commencement of the Companies (Amendment) Act, 1988, as the chairman or any other member of the Company Law Board, after such commencement for such period not exceeding three years as may be specified in the notification.
(2A) The members of the Company Law Board shall possess such qualifications and experience as may be prescribed.
(3) One of the members shall be appointed by the Central Government to be the chairman of the Company Law Board.
(4) No act done by the Company Law Board shall be called in question on the ground only of any defect in the constitution of, or the existence of any vacancy in, the Company Law Board.
(4A) (Omitted by the Companies (Amendment) Act, 1988, w.e.f. 31.5.1991. For text of omitted sub-section (4A) refer Appendix I.)
(4B) (The Board) may, by order in writing, form one or more Benches from among its members and authorise each Bench to exercise and discharge such of the Board’s powers and functions as may be specified in the order; and every order made or act done by a Bench in exercise of such powers or discharge of such functions shall be deemed to be the order or act, as the case may be, of the Board.
(4C) Every Bench referred to in sub-section (4B) shall have powers which are vested in a Court under the Code of Civil Procedure, 1908 (5 of 1908), which trying a suit, in respect of the following matters, namely: -
(a) discovery and inspection of documents of other material objects producible as evidence;
(b) enforcing the attendance of witnesses and requiring the deposit of their expenses;
(c) compelling the production of documents or other material objects producible as evidence and impounding the same;
(d) examining witnesses on oath;
(e) granting adjournments;
(f) reception of evidence on affidavits.
(4D) Every Bench shall be deemed to be a civil count for the purposes of section 195 and (Chapter XXVI of the Code of Criminal Procedure, 1973 (2 of 1974) ) and every proceeding before the Bench shall be deemed to be judicial proceeding within the meaning of section 193 and 228 of the Indian Penal Code (45 of 1860) and for the purpose of section 196 of that Code.)
(5) Without prejudice to the provisions of sub-section (4C) and (4D), the Company Law Board shall in the exercise of its powers and the discharge of its functions under this Act or any other law be guided by the principal of natural justice and shall act in its discretion.
(6) Subject to the foregoing provisions of this section the Company Law Board shall have power to regulate its own procedure.

45QA of the RBI Act, 1934 : Application by the Depositors of NBFCs

58 A : Application by the Companies other than NBFCs

58AA : Non payment of deposit of small depositors

111 : Power to refuse registration and appeal against refusal

111 A : Rectification of register on transfer

113 : Delivery / Issue of certificates of Shares,Debentures ,Bonds ,Debenture -Stocks

117C : Non redemption of Debentures

237(b) :Investigation of company's affairs in other cases

269 :Reference against Appointment of managing or whole-time director

397/398: Application to CLB for relief in cases of Oppression /Mismanagement

408 : Prevent Oppression or mismanagement

250 : Prevent transfer of Shares debentures and impose restriction thereon

409 : Prevent change in Board of Directors
614 :Enforcement of the duty of the Company to file returns etc. with the Registrar of Companies