This PPT will be useful for short description of NATIONAL COMPANY LAW TRIBUNAL and ares of Practicing Company Secretary.

1. NATIONAL COMPANY LAW TRIBUNAL
By:- Yashree Dixit
yashreedixit19@gmail.com
By:- CS Yashree Dixit
yashreedixit19@gmail.com

2. INTRODUCTION
• The Ministry of Corporate Affairs vide notification dated on 1ST JUNE, 2016
Constituted the National Company Law Tribunal (NCLT) and its Appellate
Authority(NCLAT).
• The Ministry of Corporate Affairs vide notification dated on 21ST July, 2016
notified the National Company Law Tribunal Rules,2016 (NCLT Rules) and
National Company Law Appellate Tribunal Rules,2016 (NCLAT Rules).
• It is quasi-judicial body which adjudicates issues relating to Companies and
Corporate entities.
• The National Company Law Tribunal has replaced with Existing Company
Law Board.
• The Companies Second Amendment Act, 2002 provides for the setting up of
the NCLT and NCLAT to replace then existing CLB and BIFR.
• The setting up NCLT and NCLAT are single regime to resolve corporate
dispute and pending any litigation under the Companies Act.

3. Meaning of NCLT
• The NCLT or “Tribunal” is a quasi-judicial authority created under
the Companies Act, 2013 to handle corporate civil disputes arising
under the Act.
• It is an entity that has powers and procedures like those vested in a
court of law or judge. NCLT is obliged to objectively determine
facts, decide cases in accordance with the principles of natural
justice and draw conclusions from them in the form of orders. Such
orders can remedy a situation, correct a wrong or impose legal
penalties/costs and may affect the legal rights, duties or privileges of
the specific parties. The Tribunal is not bound by the strict judicial
rules of evidence and procedure. It can decide cases by following
the principles of natural justice

4. Constitution of NCLT
Government has constituted 11 Benches of NCLT, out
of which 1 will be the Principal Bench, which shall
Preside at New Delhi. Benches constituted and their
respective territorial jurisdiction is as under.

5. BENCHES OF NCLT
S.No Location Jurisdictional state/union territory
1 New Delhi Haryana, Rajasthan and delhi
2 Ahmedabad Gujarat, Madhya Pradesh, Dadra and Nagar Haveli, Daman and Diu
3 Allahabad Uttar Pradesh and Uttarakhand
4 Bengaluru Karnataka
5 Chandigarh Himachal Pradesh, Jammu and Kashmir, Punjab and Chandigarh
6 Chennai Kerala, Tamil Nadu, Lakshadweep and Puducherry
7 Guwahati Arunachal Pradesh, Assam, Manipur, Mizoram, Meghalaya,
Nagaland, Sikkim and Tripura
8 Hyderabad Andhra Pradesh and Telangana
9 Kolkata Bihar, Jharkhand, Odisha, West Bengal, Andaman and Nicobar
Islands
10 Mumbai Chhattisgarh, Goa and Maharashtra

6. MEMBERS OF NCLT
National Company Law Tribunal
Principal
Judge of a High Court for 5 Years
Judicial Member
: a present or Retired Judge of a High Court or
: a District Judge for at least 5 years or
: Advocate with 10 years of practice
Technical Member
-Indian Corporate Law Service or Indian Legal
Service having 15 years of experience or
-PCS/PCA/PCWA having a present or Retired
Judge of a High Court or
-is a person of proven ability, integrity and
standing having special knowledge and
experience of not less than 15 years or
-a presiding officer of a Labour Court for atleast 5
years

7. MEMBERS OF NCLT
NCLT
National Company Law Tribunal
Chairperson
Judge of the Supreme Court OR the Chief
Justice of a High Court
Judicial Member
A present or Retired Judge of a High
Court or is a Judicial Member of the
Tribunal for 5 years.
Technical Member
A person of proven ability, integrity and
standing having special knowledge and
experience of not less than 25 years.

8. SCOPE OF SERVICES FOR PRACTISING COMPANYSECRETARIES
• PCS as Member of NCLT
A Practicing Company Secretary can be appointed as a
Technical Member of NCLT, provided he has 15 years
working experience as secretary in whole-time practice.
• Sick Companies
The Practising Company Secretary can identify the sickness
of the company as defined under the Act and place the
matter before the Board of Directors of the company to take
necessary action for making reference to the Tribunal.

9. ContD….
• Compromise and Arrangement
Company Secretary in Practice with respect to advising and
assisting corporate sector on merger, amalgamation,
demerger, reverse merger, compromise and other
arrangements right from the conceptual to implementation
level.
• Reduction of Capital
A company limited by shares or a company limited by
guarantee and having a share capital may if so authorized by
its articles by special resolution reduce its share capital. The
Practicing Company Secretaries will be able to represent
cases of reduction of capital before the Tribunal.

10. ContD….
• Winding up
Practicing Company Secretaries may represent the winding
up case before the Tribunal and also Practicing Company
Secretaries have been permitted to act as Liquidator in case
of winding up by the Tribunal.

11. Notified Section

12. Powers vested in NCLT
NCLT
Powers
Relating
provision of
Company Law
Compromise,
arrangement
and
amalgamation
Winding
up
Oppression and
Mismanagement
Revival and
rehabilitation
of sick
Companies
Compounding
of offence

13. Appeals fromthe NCLAT
(National companylawAPPELLATETRIBUNAL)
NCLT
Appeal against order of NCLT to
NCLAT with in 45 days.
NCLAT
Appeal against order of NCLAT to
Supreme Court with in 60 days
Supreme Court accept the
appeal and order in the case of
Question of Law only.

14. OPPORTUNITY UNDER NCLT REGIME
HIGHCOURT AND
BIFR
- Merger and Amalgamation.
-De-Merger
-Reduction of share capital
-Winding up
-BIFR
CLB
-Mismanagement and
Oppression
-Rectification of
Register
-Compounding
-To call EGM &
AGM
-Removal of
Directors
NEW CONCEPT
-Class Action suit
-Financial year changing
-Cross border Merger
-Re-opening of Accounts
-Issue and Redemption of
Preference share

15. BENEFITS OF NCLT
• It will avoid multiplicity of litigation before various Forums (High
Courts, CLB, BIFR, AAIFR).
• More concrete and precise decisions as the tribunal consist of
technical experts.
• There will be a mixture of judicial and equitable jurisdiction while
deciding matters.
• There would be reduction in period of winding up from 20-25
years to 2 years.
• Reduction in pendency of cases, expeditious disposal of cases.
• There are 11 benches of NCLT which provides justice at one
doorstep.
• The Tribunal comprises of Technical Experts who will provide
more concrete & precise decisions.

16. POWER AND PROCEDURE OF NCLT
• Expeditious disposal by Tribunal and Appellate Tribunal (Section 422):
Every case presented before NCLT shall be disposed off in a speedy manner &
efforts shall be made to dispose the matter within 3 months from the date of its
presentation
• Procedure before Tribunal and Appellate Tribunal (Section 424):
NCLT shall not be bound with the provisions of CPC and shall be guided by the
principles of natural justice subject to the provisions of the new Act and its related
rules. It shall exercise the same powers that of a civil court under CPC.
• Civil court not to have jurisdiction (Section 430):
No Civil court shall have jurisdiction to entertain any suit or proceeding in respect
of any matter which NCLT or NCLAT is empowered to determine either in terms of
the New Act or by any other law in force.

17. CONTD…
• Appeal to NCLAT (Section 421):
No Appeal shall lie from an order of NCLT passed by consent of parties. Appeal
shall be filed within 45 days from the date on which copy of order of NCLT is made
available.
• Appeal to Supreme Court (Section 423):
An Appeal from order of NCLAT to the Supreme Court within 60 days from the
date of communication of the order of NCLAT on any question of law arising out of
such order.

18. TRANSITION FROMCLB TO NCLT
• Section434 of The Act has set out in detail the procedure to deal with cases
which are pending in various forums.
• The Government has notified on 1st June, 2016 for transfer of matters from
CLB to NCLT.
• On that date, all the pending proceedings before CLB will be transferred to
NCLT and Tribunal will dispose of such matters in accordance with the
provisions of law. Tribunal has discretion to take up the pending CLB
proceeding from any stage. At its discretion, It can take up the matter at
stage where it was left by CLB or start the proceedings afresh or from any
stage it deems fit.

19. CONCULSION
• The constitution of National Company Law Tribunal and National
Company Law Appellate Tribunal was a step towards to improving the ease
of doing business by bringing all aspects of Company law matters under
one roof.
• It is aimed to provide a speedy and efficient disposal of the matters.
Further, it will also reduce the work of overburdened High Courts.
• The National Company Law Tribunal and National Company Law
Appellate Tribunal a great opportunity for Company Secretaries to show
their knowledge or expertness of the Company Law.