Rule 70 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 70 is the procedure for taking a refusal to register a transfer or transmission of securities (section 58), or a dispute over the register of members (section 59), to the Tribunal. The appeal is a petition in Form NCLT-1; the company is served at once; the petition is advertised; and the Tribunal can pass interim, costs and consequential orders.
An appeal against refusal to register a transfer or transmission (section 58) or for rectification of the register of members (section 59) is a petition in Form NCLT-1 with the Annexure B documents, and a copy is served on the company at its registered office immediately after filing (rule 70(1)). The petitioner advertises it at least fourteen days before the hearing under rule 35 (rule 70(2)). The Tribunal may make interim orders, including injunction or stay, costs, and orders on dividend, bonus or rights shares (rule 70(4)); on a section 59 petition it may decide title questions (rule 70(5)). Sub-rule (6) was omitted by G.S.R. 1159(E) of 20 December 2016. Read as amended up to the National Company Law Tribunal (Amendment) Rules, 2020 (G.S.R. 80(E), 3 February 2020). Later amendments should be checked.
Rule 70(1): the petition and immediate service
The appeal "shall be made to the Tribunal by way of a petition in Form No. NCLT. 1" with the documents in Annexure B. By proviso, a copy of the appeal is served on the concerned company at its registered office immediately after filing. The company therefore learns of the petition on the filing date, not when the Tribunal issues notice. For the section itself, see our guide to sections 57 and 58 and the post on rectification of the register. For the drafting of the petition, see our format for a petition against refusal to register a transfer. If the refusal affects your holding, our share transfer team can help you assess the next step.
Rule 70(2): advertisement
The petitioner must, at least fourteen days before the date of hearing, advertise the petition in accordance with rule 35; see the article on rule 35.
Rule 70(3): objections
If the petitioner receives an objection from any person whose interest is likely to be affected, it serves a copy on the Registrar on or before the hearing.
Rule 70(4): interim and consequential orders
While dealing with a petition under section 58 or 59, the Tribunal may at its discretion make:
- (a) any order or interim order, including orders as to injunction or stay, as it deems fit and just;
- (b) such orders as to costs as it thinks fit; and
- (c) incidental or consequential orders about payment of dividend or allotment of bonus or rights shares.
Rule 70(5): title questions on a section 59 petition
On any petition under section 59, the Tribunal may (a) decide any question relating to the title of any person who is a party to have his name entered in or omitted from the register, and (b) generally decide any question necessary or expedient in connection with the rectification application.
Rule 70(6): omitted
Sub-rule (6) was omitted by G.S.R. 1159(E) of 20 December 2016, so rule 70 now ends with sub-rule (5). For appeals from the Tribunal's orders, see our guide to section 421.
Annexure B, serial number 5 (sections 58(3) and 59)
Where the company is the petitioner:
- Copy of the memorandum and articles of association.
- Latest audited balance sheet and profit and loss account, auditor's report and director's report.
- Authenticated copy of the extract of the Register of Members.
- Copy of the resolution of the Board or Committee of Directors (where applicable).
- Any other relevant documents.
- Affidavit verifying the petition.
- Bank draft evidencing payment of application fee.
- Memorandum of appearance with copy of the Board Resolution or the executed Vakalatnama, as the case may be.
- Two extra copies of the petition.
Where the petition is made by any other person:
- Documentary evidence in support of the statements in the petition, including the copy of the letter written by the petitioner to the company for registering the transfer or transmission, and a copy of the letter of refusal of the company.
- Copies of the documents returned by the company.
- Any other relevant document.
- Affidavit verifying the petition.
- Bank draft evidencing payment of application fee.
- Memorandum of appearance with copy of the Board's Resolution or the executed Vakalatnama, as the case may be.
- Two extra copies of the petition.
The fee, for both sections 58(3) and 59, is in the Schedule; see the article on rule 112 and the Schedule of Fees. The Annexure is set out in full in Annexure B, part 1. For the instrument of transfer, see Rules 6 to 11 of the Share Capital and Debentures Rules, 2014.
Rule 70 at a glance
| Step | Rule | Who | Period or content |
|---|---|---|---|
| Petition | 70(1) | Aggrieved person or company | Form NCLT-1 with Annexure B |
| Service on company | 70(1) proviso | Petitioner | Immediately after filing, at registered office |
| Advertisement | 70(2) | Petitioner | At least fourteen days before hearing |
| Objections | 70(3) | Petitioner | Copy to Registrar on or before hearing |
| Orders | 70(4) | Tribunal | Interim, costs, dividend, bonus or rights shares |
| Title questions | 70(5) | Tribunal | On a section 59 petition |
An example
A company refuses to register the transfer of 5,000 shares to Ms. Anita Verma. She files a petition in Form NCLT-1 with the Annexure B documents, including her letter to the company and the company's letter of refusal, and serves a copy on the company's registered office immediately. She advertises the petition at least fourteen days before the hearing. The Tribunal can pass an interim order restraining dealings with the shares, award costs, and make consequential orders about a bonus issue made in the meantime.
What a practitioner checks
- That the petition is in Form NCLT-1 with the right Annexure B list (company or other petitioner).
- That the company was served at its registered office immediately after filing.
- That advertisement is at least fourteen days before the hearing and objections are passed to the Registrar.
- Which orders are sought on dividend, bonus and rights shares.
Need help with a refused transfer or a register dispute?
Time matters in these petitions, and the paper trail of letters to and from the company is key. For help, speak to our share transfer team.
Key takeaways
- The appeal is a petition in Form NCLT-1 with Annexure B documents (rule 70(1)).
- A copy is served on the company at its registered office immediately after filing (rule 70(1) proviso).
- Advertisement is at least fourteen days before the hearing (rule 70(2)).
- The Tribunal may pass interim, costs and consequential orders on dividend, bonus and rights shares (rule 70(4)).
- Sub-rule (6) was omitted in 2016.
Read next
- Petition against refusal to register a transfer: format
- Section 59: rectification of the register
- Rules 71 and 72: consolidation of shares
- Annexure B, part 1: documents to attach
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.