TMI Blog1948 (8) TMI 15X X X X Extracts X X X X X X X X Extracts X X X X ..... Rs. A. P. On account of application money ... 750 0 0 On account of allotment money ... 1,500 0 0 On account of 1st call ... 1,500 0 0 On account of 2nd call ... 1,000 0 0 4,750 0 0 On account of overdue interest up to date of forfeiture ... 2,067 8 0 Total ... 7,817 8 0 It was stated that the suit was within the period of limitation as the cause of action arose on 5th May, 1939, when the plaintiff company forfeited the shares under its articles of Association. The case ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... shares was invalid because the notice intimating forfeiture included two items which were barred by limitation. It has been further argued that the resolution of forfeiture was invalid as it was passed by a committee of directors and that this committee was not properly constituted. It appears that the plaintiff served a notice on the defendant on 7th April, 1939. From this notice it would appear that a demand was made for certain calls which were due and which had remained unpaid on his shares. The first two demands totalling a sum of Rs. 2,250 were, it is alleged, time-barred as they had fallen due on 15th December, 1933, and 25th January, 1934, and no steps had been taken to recover them within the time fixed for limitation. The lumping ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... pplies only to cases in which the plaintiff sues for possession and a suit to recover the share money due from a co-sharer by a company is by no means a suit for possession. The conclusion at which we have arrived at after an examination of section 28 and the two authorities mentioned above is that the remedy was barred but that the right was not extinguished. The third point in regard to which argument was addressed to us was that the resolution for forfeiture was invalid as it was passed by a committee of directors and that this was contrary to article 179 of the articles of Association which are to be found printed at p. 98 of the paper book. rticle 179 authorises the directors to delegate any of their powers to a committee consisting ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... i v. Standard Aluminium and Brass Works Ltd. [1925] 49 Bom. 715. It was held in that case that by reason of Ai tide 32 of the articles of Association of the company before the Court, there was a special contract whereby the defendant had agreed that in the event of his shares being forfeited he would be liable to pay to the company all the moneys that were due by him for allotment, calls and further calls made on the shares allotted to him with interest, and that it was on that contract that plaintiffs were suing. It was further laid down that the cause of action for that reason arose when the company forfeited the shares and due to that circumstance the suit to recover what was due from the defendant on his shares was within time. I ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ally contains a forfeiture clause of this nature. Inasmuch as there is a valid resolution for forfeiture in this case, we are satisfied that there is no force in this contention. From a perusal of the application which was filed on behalf of the plaintiff on 6th October, 1942, it would appear that the defendant-appellant was a subscriber to the Memorandum of Association. In the interrogatories which were served on the defendant, he was specifically asked whether he was one of the original subscribers to the Memorandum of Association and the articles of Association and whether he was one of those who got them registered. The answers to these interrogatories were not given by the defendant himself, but by his Mukhtaram. The answers were of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... asmuch as he had never made an application for membership to the company. It was urged that what he had actually done was to make an application to the promoters of the company before the company actually came into existence. It was urged that a contract of that nature could not be enforced by the company or the liquidators who are representing the company. We may point out that this plea was neither taken in the written statement nor in the grounds of appeal here. No issue was raised on this point. It is obvious that it would be unjust to the plaintiff-respondent to allow this plea to be raised at this stage of the case. For the reasons which we have given above, we consider that the judgment and the decree of the lower Court are correct ..... X X X X Extracts X X X X X X X X Extracts X X X X
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