Q.Explain the right of appeal available to an aggrieved transferee against a company's refusal to register a transfer.

A refused transferee is not left without a remedy — the law gives a specific right to approach the Tribunal within fixed time limits.

When a company refuses to register a transfer of shares, the transferee (or, in the case of transmission, the person claiming under it) is not left without recourse. Section 58 of the Companies Act, 2013 gives the aggrieved party a statutory right of appeal to the National Company Law Tribunal (NCLT), and it fixes the time limits for filing such an appeal with some precision, differing between a private and a public company.

For a private company (Section 58(3)): the transferee may appeal to the Tribunal within thirty days of the date on which he received the company's notice of refusal. If the company failed to send any notice of refusal at all, the transferee may still appeal, but within a longer window of sixty days from the date the instrument of transfer was delivered to the company.

For a public company (Sections 58(4) and 58(5)): the corresponding time limits are longer. The aggrieved party may appeal within sixty days of receiving the notice of refusal, or, if no notice was sent, within ninety days from the date the instrument of transfer was delivered to the company.

Powers of the Tribunal on appeal. After hearing both sides and giving them a reasonable opportunity to be heard, the Tribunal may:

• dismiss the appeal, if it finds the company's refusal was justified; or
• direct the company to register the transfer, ordinarily within a time period the Tribunal itself specifies, if it finds the refusal was not justified. …

A frequent error is quoting the same appeal time limits for both private and public companies — the Act deliberately fixes shorter periods (30/60 days) for a private company and longer periods (6 …