TMI Blog1931 (10) TMI 17X X X X Extracts X X X X X X X X Extracts X X X X ..... pon to make their contributions, but failed to do so; and that the present petition was therefore filed requesting the Court to enforce payment of the same. The petition was resisted by six of the shareholders mentioned in the list referred to above; five of them were represented by Mr. Madan Gopal, Advocate, while the sixth appeared in person. The case proceeded ex parte against the remaining shareholders, who did not appear in spite of service. The petition was resisted by the contesting shareholders on a number of grounds; but after hearing arguments it seems to me that two of them are fatal to the petition, namely, (1) that the appointment of the liquidators was not valid according to law, and therefore, the petitioners had no locu ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... , on the wording of the section that the proper course in the circumstances of the case was to pass a 'special' resolution as required by clause (2) of section 203. However, even assuming that the company could have been wound up by an 'extraordinary' resolution it seems to me that no such resolution was passed in accordance with law. It appears that the notice of the 'extraordinary' resolution, which was given in the present instance, did not state that the resolution was to be passed as an 'extraordinary' resolution (vide clause (1) of section 81 of the Indian Companies Act). The notice, no doubt, stated that the meeting was to be an extraordinary' meeting but this did not necessarily imply that the resolution was to be moved as an 'extr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... quirements of clauses ( a ) to ( c ) of sub-section (1) of section 103 and was therefore, not entitled to commence business. As a result, the liabilities of the company which have been proved in this case, namely certain debts alleged to be due to the managing director and on account of rent and printing charges cannot be held to be binding on the company: of. In re Otto Electrical Manufacturing Co., [(1906) 2 Ch. D. 390] and In re Blair Open Hearth Furnace Co. [(1914) 1 Ch. D. 390 at 409.] In view of the conclusions arrived at above, it is not necessary to discuss the remaining grounds urged on behalf of the contesting shareholders. The petition is accordingly dismissed. As regards costs, it was urged on behalf of the shareholders ..... X X X X Extracts X X X X X X X X Extracts X X X X
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