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2016 (7) TMI 34 - BOMBAY HIGH COURTWhether the plaintiff No.2 has authority to file suit on behalf plaintiff No.1 - lack of authorization - there was no board resolution authorizing Plaintiff No.2 to file the present suit on behalf of Plaintiff No.1 - Held that:- The Plaintiff No. 2 admittedly being the Promoter and Managing Director of the Company has not only not produced the Investment Agreement and/or Investment Agreement-I and/or the Subscription Agreement but has also not asserted before this Court that there is any inconsistency between the provisions of Articles 1 to 36 and the provisions of the Investment Agreement and/or the Investment Agreement-1 and/or the Subscription Agreement. It is therefore once again established that the Plaintiff No. 2 is trying to raise issues only with a view to keep the suit pending and delay the determination of the preliminary issue. Sub-clause (t) of Article 17A makes it clear that the litigation must be "material in the context of the Company's business" and need not actually relate to its business. A defamatory allegation concerning the Company's business, which had caused a considerable adverse impact on the Company's business leading to "substantial damages to the tune of ₹ 500 crores" can only be described as "material in the context of the Company's business". In the circumstances it is clear that as per the Plaintiffs' own case, the alleged defamatory statements are extremely material in the context of Plaintiff No.1's business and the Plaintiffs cannot be heard to say that the present suit is not in the context of the Company's business , let alone not being material to it. The present suit qua Plaintiff No. 1 is not maintainable for want of authority of Plaintiff No. 2 to file the suit on behalf of Plaintiff No.1 and the Suit is accordingly dismissed qua Plaintiff No.1
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