Rules 64 explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
Rule 64 is a transition rule. It moves the cases pending before the Company Law Board when the Tribunal was constituted onto the Tribunal's Benches, as if they had been filed there originally. Rule 65 applies the Rules, mutatis mutandis, to applications under section 45QA(2) of the Reserve Bank of India Act, 1934.
Civil actions or cases arising under the Act, the corresponding provisions of the Companies Act, 1956 or the Reserve Bank of India Act, 1934 that were pending before the Company Law Board when the Tribunal was constituted and the relevant provisions of the Act were given effect (or the Board was dissolved) stand transferred to the Tribunal's Benches of corresponding territorial jurisdiction, as if originally filed there on the original date of filing (rule 64(1)). Actions taken under the Board's regulations are deemed taken under these rules, except for cases where the order was reserved, which the Tribunal rehears. The Rules apply, mutatis mutandis, to an application under section 45QA(2) of the Reserve Bank of India Act, 1934 or an analogous provision (rule 65). Read as amended up to the National Company Law Tribunal (Amendment) Rules, 2020 (G.S.R. 80(E), 3 February 2020); these rules were not amended. Later amendments should be checked.
Rule 64: matter earlier dealt by the Company Law Board
Rule 64(1): transfer to the Tribunal
Notwithstanding any other law, an original civil action or case arising out of the Act, or any corresponding provision of the Companies Act, 1956 or the Reserve Bank of India Act, 1934, filed or pending before the Company Law Board on the date the Tribunal is constituted and the relevant provisions of the Act dealing with the Tribunal have been given effect (or the Board has been dissolved), stands transferred to the Tribunal's Benches with corresponding territorial jurisdiction. The transfer is as if the case had been originally filed in the Tribunal on the date it was actually filed before the Board. Two provisos follow:
- The Tribunal considers any action taken under the Board's regulations as deemed to have been taken under the corresponding provisions of these rules and the Act, and continues the proceedings, except where the order was reserved by the Board or its Bench; there the Tribunal reopens and rehears the case as if the hearing had not taken place.
- The Tribunal is at liberty to call on the parties to produce further evidence, information, documents or papers, or to adduce or record further depositions, as it deems fit in the interest of justice.
Rule 64(2): Benches and the Principal Bench cases
The President or a Member to whom the powers are delegated may provide that matters under all other sections of the Act are dealt with by Benches of one or more members. By proviso, matters pending before the Principal Bench of the Company Law Board on the date of constitution continue and are disposed of by a Bench of not less than two Members having territorial jurisdiction.
Rule 64(3): disposal as unnecessary
The Tribunal may dispose of a transferred case where it decides that further continuance would be an unnecessary proceeding on account of changes that have taken place in the Act, on an application by either party or suo motu.
Rule 64(4): fresh petition in Form NCLT-1
A fresh petition or application may be filed in Form NCLT-1 corresponding to the provisions of the Act, if both parties consent, with the approval of the Tribunal, while withdrawing the proceedings continued before the Board. A copy is served on the parties including the Central Government, Regional Director, Registrar of Companies, Official Liquidator or Serious Fraud Investigation Office, as the case may be, in the manner provided under Part III.
Rules 64(5)-(7): physical filing, replies and numbering
- (5) On application, if permission is granted to file a petition in physical form, it is filed with the documents needed to prove the case, subject to the Act and the Rules.
- (6) The same procedure applies to other parties filing a reply or counter.
- (7) Subject to section 434 of the Act, the Tribunal may prescribe rules on numbering of cases and other procedures for transferred matters.
The Rules name the Company Law Board as printed; check the current law on the institutions and sections they mention. For other pending matters moved to the Tribunal, see the sister Transfer of Pending Proceedings Rules, and for the Act's own provision, our guide to sections 407 to 434. If you hold an old file in this position, our legal consultation team can help trace where it now stands.
Rule 65: petition or application under section 45QA(2) of the RBI Act
"Provisions of these rules shall apply, mutatis mutandis, to the application or petition made under sub-section (2) of section 45QA of the Reserve Bank of India Act, 1934 or under such other analogous provision of the other Act(s)." Rule 73 also names section 45QA for repayment applications; see the article on rule 73.
Transfer from the Company Law Board at a glance
| Point | Rule | Effect |
|---|---|---|
| Pending cases | 64(1) | Stand transferred to the Tribunal's Benches, as if originally filed |
| Board's actions | 64(1) first proviso | Deemed taken under these rules |
| Order reserved | 64(1) first proviso | Tribunal reopens and rehears |
| Further evidence | 64(1) second proviso | Tribunal may call for it |
| Principal Bench matters | 64(2) proviso | Bench of not less than two Members |
| Unnecessary proceedings | 64(3) | May be disposed of |
| Fresh petition | 64(4) | Form NCLT-1, on consent and approval, while withdrawing |
| RBI Act section 45QA(2) | 65 | Rules apply mutatis mutandis |
An example
A petition filed in 2013 before a Bench of the Company Law Board was pending when the Tribunal was constituted. It stands transferred to the Tribunal's Bench with the same territorial jurisdiction as if it had been filed there on the original date. The Board had reserved its order but not delivered it; the Tribunal reopens and rehears the case. Alternatively, both parties consent, the Tribunal approves, and they withdraw the old proceeding and file a fresh petition in Form NCLT-1 under the corresponding provision of the Act.
What a practitioner checks
- Whether the case was pending before the Board on the date the Tribunal was constituted.
- Whether an order was reserved, which means a rehearing.
- Whether continuing is still sensible given changes in the Act, or a fresh petition by consent would be better.
- Whether the matter arises under section 45QA(2) of the Reserve Bank of India Act, 1934, to which the Rules apply.
Need help with an old Board matter or a section 45QA application?
Old Board cases, rehearings and fresh petitions by consent need a careful reading of rule 64. For advice on a legacy matter, speak to our legal consultation team.
Key takeaways
- Cases pending before the Company Law Board on the Tribunal's constitution stand transferred as if originally filed (rule 64(1)).
- Actions under the Board's regulations are deemed taken under these rules; reserved orders are reheard (rule 64(1) provisos).
- The Tribunal may dispose of a case made unnecessary by changes in the Act (rule 64(3)).
- A fresh petition in Form NCLT-1 may be filed by consent and with approval (rule 64(4)).
- The Rules apply mutatis mutandis to section 45QA(2) of the Reserve Bank of India Act, 1934 (rule 65).
Read next
- Rules 1 and 2: commencement and definitions
- Rule 73: repayment of deposits and redemption of debentures
- Rule 2(15) to (30): interlocutory application, party and transferred petition
- Sections 407 to 434: NCLT and NCLAT
Disclaimer: Based on the National Company Law Tribunal Rules, 2016 (G.S.R. 716(E)) as amended up to the National Company Law Tribunal (Amendment) Rules, 2020 (G.S.R. 80(E)), consulted on 3 October 2026. Later amendments, fees, forms, NCLT practice directions and the Companies Act, 2013 provisions referred to should be checked. This article is general information, not legal advice; check the official text before acting.