The National Company Law Tribunal is not a single court. It is a system of Benches, each constituted under Section 419 of the Companies Act, 2013, and each exercising jurisdiction over a defined territory or a defined class of matters. The question of which Bench has jurisdiction is not a technicality; it determines whether the petition is maintainable, and a filing before the wrong Bench can result in the return of the petition or the transfer of the proceedings.
The Composition of a Bench
Section 419(3) provides that the powers of the Tribunal shall be exercisable by Benches consisting of two Members, one of whom shall be a Judicial Member and the other a Technical Member. The composition is mandatory for the exercise of the Tribunal’s jurisdiction, and a Bench that is not properly constituted cannot validly decide a matter. The Act permits the President to constitute single-Member Benches for specified classes of cases, but the ordinary rule is the two-Member Bench.
The distinction between a Judicial Member and a Technical Member is substantive. The Judicial Member brings the legal expertise, and the Technical Member brings the accounting, management, or insolvency expertise. The combination is designed to ensure that the Tribunal’s decisions reflect both the legal and the technical dimensions of the matter.
Territorial Jurisdiction
The territorial jurisdiction of the NCLT is determined by the location of the company’s registered office. A petition relating to a company is filed before the Bench having jurisdiction over the place where the registered office is situated. Where the company has changed its registered office, the jurisdiction is determined by the registered office at the date of the filing.
The territorial rule is not absolute. Section 419(3) read with Rule 16(d) of the NCLT Rules empowers the President to transfer any case from one Bench to another when the circumstances so warrant. The power is exercised in the administrative capacity of the President, but it is treated as an exercise of the Tribunal’s power. The transfer may be ordered to avoid a conflict of jurisdiction, to consolidate related matters, or to ensure the convenient disposal of the case.
The Special Jurisdictions
The NCLT also exercises jurisdiction under the Insolvency and Bankruptcy Code, 2016. The jurisdictional rule under the IBC is different from the rule under the Companies Act. Section 60(1) of the IBC confers jurisdiction on the Bench having jurisdiction over the place where the corporate person has its registered office. Where a corporate guarantor is involved, the petition against the guarantor is transferred to the Bench dealing with the insolvency resolution process of the principal borrower. The rule is designed to ensure that the resolution of the principal borrower and the guarantor is conducted by the same Bench.
The Practical Consequences
A petitioner must determine the correct Bench before filing. The determination requires an examination of the company’s registered office, the nature of the relief sought, and the applicable jurisdictional rule. A filing before the wrong Bench is not a nullity, but it results in delay, and the respondent may raise a preliminary objection to the maintainability of the petition.
The Bench structure also affects the scheduling and the outcome. Different Benches have different cause lists, different procedural practices, and different approaches to the same statutory provision. A petitioner who has a choice of forum should consider the practical dimensions, not only the legal ones.
Call to Action
Anuj Desai & Associates advises companies and petitioners on the NCLT bench jurisdiction—from the determination of the correct Bench and the composition of the Bench to the transfer of proceedings and the IBC jurisdictional rules. If you are uncertain about the correct forum, we can help you assess the position before you file.
📧 office@anujdesaiassociates.com
📞 9619456656
🌐 https://anujdesaiassociates.com
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