Rectification of register of members
Section 59 of the Companies Act, 2013 deals with rectification of register of members. If the name of any person is, without sufficient cause, entered in the register of members of a company, or after having been entered in the register, is, without sufficient cause, omitted there from, or if a default is made, or unnecessary delay takes place in entering in the register, the fact of The Act came into force on 01 Apr 2014.
(1) If the name of any person is, without sufficient cause, entered in the register of members of a company, or after having been entered in the register, is, without sufficient cause, omitted there from, or if a default is made, or unnecessary delay takes place in entering in the register, the fact of any person having become or ceased to be a member, the person aggrieved, or any member of the company, or the company may appeal in such form as may be prescribed, to the Tribunal, or to a competent court outside India, specified by the Central Government by notification, in respect of foreign members or debenture holders residing outside India, for rectification of the register.
(2) The Tribunal may, after hearing the parties to the appeal under sub-section (1) by order, either dismiss the appeal or direct that the transfer or transmission shall be registered by the company within a period of ten days of the receipt of the order or direct rectification of the records of the depository or the register and in the latter case, direct the company to pay damages, if any, sustained by the party aggrieved.
(3) The provisions of this section shall not restrict the right of a holder of securities, to transfer such securities and any person acquiring such securities shall be entitled to voting rights unless the voting rights have been suspended by an order of the Tribunal.
(4) Where the transfer of securities is in contravention of any of the provisions of the Securities Contracts (Regulation) Act, 1956 (42 of 1956), the Securities and Exchange Board of India Act, 1992 (15 of 1992) or this Act or any other law for the time being in force, the Tribunal may, on an application made by the depository, company, depository participant, the holder of the securities or the Securities and Exchange Board, direct any company or a depository to set right the contravention and rectify its register or records concerned.
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Section 59, The Companies Act, 2013 (Act 18 of 2013).
Cross-references
Extracted from the operative text of the enactments themselves. Every destination below exists in our corpus.
Referred to by 1
Related judgements & precedents
These are some judgments that construed this section, and hold precedence value. They hold authority on how to read, interpret and use this section.
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Mukund Raj Monga v. Baldev Monga & Anr.
Court's Decision & Legal Precedent
Setting aside cryptic dismissal of O7R11 application in a family shareholding declaration suit, HC held trial court must decide afresh whether civil suit is barred by Cos Act s.430 r/w s.59 (NCLT rectification jurisdiction) and limitation; revisional court remands without deciding merits.
On this section: s.59 Rectification of register of members — O7R11 must engage whether share-register disputes belong exclusively to NCLT under s.59/430 rather than civil court
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NUVENTURE CONNECT PRIVATE LIMITED vs Registrar of Companies Kerala
Court's Decision & Legal Precedent
An appeal under Section 59 of the Companies Act, 2013 is not maintainable by a company seeking to rectify its own register of members when there is no dispute between parties and no prior refusal or adverse order has been passed by the Registrar of Companies.
On this section: Interpreted the term 'appeal' to mean a proceeding before a higher forum against a decision of a lower forum. A company cannot appeal unless the ROC has declined to record its self-rectified records.
The holding above is the ratio decidendi as extracted from the judgment by eCourts India, reproduced unaltered — it is a rendering of the court's reasoning, not a substitute for its words. Read the order itself before relying on it.
Judgments citing this section
These may be obiter dicta or a precedent, for you to study. These are the judgments where this section is quoted.
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… The short question for our consideration in this appeal relates to the scope of the rectificatory jurisdiction of the National Company Law Tribunal under Section 59 of the Companies Act, 20131. In this context, we are called upon to determine the appropriate forum for adjudication and determination of violations of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 19972, and Securities and Exchange Board of India …
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… Mahendra Prasad in various companies viz. M/s Aristo Pharmaceuticals Pvt. Ltd., M/s Aristo Laboratories Pvt. Ltd., M/s Mapra Laboratories Pvt. Ltd. It is submitted that the relief qua the ownership of shares and rectification of register of members of a company is governed by Section 59 of the Companies Act, 2013 and the exclusive jurisdiction to entertain such a claim lies with the National Company Law Tribunal. Further, the prayers in the plaint are barred by Section 89(8) of the Companies Act, 2013. The plaintiff ought to have declared to the companies involved that she is the "beneficial owner" …
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… Such making of the petitioner as Member and as a Director, is without the knowledge of the petitioner and it is an act of fraud and misrepresentation. In the circumstances, this Court has ample jurisdiction to intervene in the matter and give relief to the petitioner. However, as per Section 59 of the Companies Act, 2013, if the name of any person is, without sufficient cause, entered in the Register of Members of a Company, such person may appeal to the Tribunal specified by the Central Government Notification. Section 59(1) contemplates the very situation where the petitioner is now in. As the petitioner …
Made under this section, and citing it
5 instruments name this provision in its title or its text without being made under it.
- G.S.R. NO. 45(E) companies registration offices and fees amendment rules 2023 dated 20.01.2023Rule 2023
- Commencement Notification dated 09.02.2018Notification 2018
- Companies (Removal of Difficulties) Order 2017Order 2017
- Companies (Removal of Difficulties) Order,2013Notification 2013
- Companies (Removal of Difficulties) Order,2013 dated 20.09.2013Order 2013
Questions about Section 59
What have the courts held on Section 59 of the Companies Act?
Mukund Raj Monga v. Baldev Monga & Anr. (19 Mar 2025) is the leading judgment on this section among those set out below: s.59 Rectification of register of members — O7R11 must engage whether share-register disputes belong exclusively to NCLT under s.59/430 rather than civil court. Another 1 judgment on this section is set out below.
How do I find court cases under Section 59 of the Companies Act?
In judgments and charge sheets this section is written several ways, and each form finds a different set of orders. These search the full text of every order eCourtsIndia holds, best matches first: Companies Act 59, section 59 Companies Act, section 59 of the Companies Act. People searching for it also type companies act 2013 section 59. Each opens the full list of orders on eCourtsIndia, where it can be narrowed by court, year and outcome. 2 reported judgments on this section are set out on this page, beginning with Mukund Raj Monga v. Baldev Monga & Anr. (19 Mar 2025).
What should I read with Section 59 of the Companies Act, and has it changed?
1 other provision in this corpus refers back to it. 5 instruments name it without being made under it, most recently G.S.R. NO. 45(E) companies registration offices and fees amendment rules 2023 dated 20.01.2023 (2023), then Commencement Notification dated 09.02.2018 (2018).
When did Section 59 of the Companies Act come into force?
Section 59 of the Companies Act, cited as Companies Act 59, came into force on 01 Apr 2014, having been enacted on 29 Aug 2013. It is in force as at the date shown on this page.
Other sections of this Act
- 2. Definitions5089 words
- 143. Powers and duties of auditors and auditing standards1867 words
- 230. Power to compromise or make arrangements with creditors and members1432 words
- 232. Merger and amalgamation of companies1416 words
- 149. Company to have Board of Directors1403 words
- 217. Procedure, powers, etc., of inspectors1390 words
Source and method. Compiled from the enactments of Parliament and of the State legislatures as published on India Code, and republished together with commentary and other original matter under section 52(1)(q)(ii) of the Copyright Act, 1957. Structured, cross-referenced and maintained by eCourtsIndia. Text as in force on 15 Oct 2026. This page is not a substitute for legal advice.