Jeyan, filed an application before Usurla Ltd, for transmission of equity shares held by his father. Jeyan provided the documents requested by the Company for transmitting the shares in the name of his deceased father to

The facts of the given situation are similar to the case of in Chotoo Sud v. Bhagwan Finance Corpn. (P.) Ltd. [2006] 66 SCL 223 (CLB - KOL.) . The relevant discussion of this case is as under: "Section 111 of the Companies Act, 1956 Transfer of shares - Power to refuse registration and appeal against refusal - Whether a petition under Section 111(4) can be filed by an aggrieved person or company or any member so long as he establishes that name of any person is entered or omitted from Register of Members 'without sufficient cause' - Held, yes" Meaning of sufficient cause What is without sufficient cause? There are several decisions explaining what sufficient cause is. Some of the decisions are as under: (a) In Benarsi Das Saraf v. Dalmia Dadri Cement Ltd. AIR 1959 Punj. 232 , the words 'sufficient cause' has been considered in detail. Reference was also made to the observations of Lord Cairns, LJ extracted above. The Court said: "22. The word 'sufficient' means, 'adequate', 'enough', 'as much as may be necessary to answer the purpose intended'. It embraces no more than, that which provides a plentitude which, when done, suffices to accomplish the purpose intended in the light of existing circumstances and when viewed from reasonable standard of practical and cautious men." (p. 235) (b) In Indian Chemical Products Ltd. v. State of Orissa AIR 1967 SC 253 , in paragraph 9, their Lordships said thus: "(9) The power under article 11 to refuse registration of the transfer is a discretionary power. The directors must exercise this power reasonably and in good faith. The Court can control their discretion if they act capriciously or in bad faith." (p. 256) (c) In Smt. Mallina Bharathi Rao v. Gowthami Solvent Oils Ltd [2001] 31 SCL 60 (CLB - CHENNAI) , it was held that: "Whether since company had not only authorised a director to sign transfer instrument on behalf of petitioner but effected transfer without share certificates, entire process of transfer was in violation of mandatory provisions of Section 108 and as such omission of petitioner's name from Register of Members was without sufficient cause - Held, yes - Whether transfer of shares being in contravention of mandatory provisions of Section 108 and consequent omission of petitioner's name being without sufficient cause, company should restore her name on Register of Members in respect of her shares and rectify register accordingly - Held, yes" (d) In Asha Purandare v. Integrated Controls (P.) Ltd. [2002] 39 SCL 970 (CLB - MUM.) , that: Whether minor typographical omission can be said to be sufficient cause for refusal by company to register transfer of shares in name of petitioners - Held, no" (e) It was held in Gulshan Mahindru v. Reliance Industries Ltd. [2014] 47 taxmann.com 186 (CLB - Mumbai) that: Reason attributed by a company for refusal of transmission of shares and rectification of register of members that company had already transferred duplicate shares to its registered owners and shares had been dematerialized, cannot be said to be a sufficient and cogent reason as contemplated under Section 111A.