TMI Blog2013 (3) TMI 90X X X X Extracts X X X X X X X X Extracts X X X X ..... gistered office of the respondent-company at Shillong has not, even remotely, touched upon the controversy involved in the company petition pending before the Principal Bench of Company Law Board at Delhi, the bundle of facts to be proved by the respondent-company before the Company Law Board at Delhi for the right to judgment is not about the situs of their registered office. On the contrary, this writ petition is squarely covered by the decision of the Apex Court in Adani Exports Ltd. case (2001 (10) TMI 321 - SUPREME COURT OF INDIA). Therefore, the mere fact that the respondent No. 2 has its registered office at Shillong or carries on its business at Shillong has absolutely no bearing on whether the shares allotted by it in the year 2001-02, is legal or not is rather the cause of action for the company petition such an issue cannot, by any stretch of imagination, be held to constitute a material, essential or integral part of the cause of action, they are as different as chalk and cheese. Thus no part of the cause of action of the company petition pending before the Company Law Board at Delhi lies within the territorial jurisdiction of this Court. Writ petition dismissed on ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... latter dated 10-6-20011 of respondent No. 2. 3. It is also the case of the petitioner that the respondent-company has not held any meeting nor has it taken any resolution for cancellation of the shares allotted in the year 2001-2002 which would include his shares: neither has the respondent-company taken his consent in writing or otherwise for cancellation of his shares in the year 2001-2002. It is contended by the petitioner that the manner in which the said case has been proceeded with before respondent No.1 without intimation to the shareholders, whose shares are being cancelled, give rise to an irresistible conclusion that the respondent No. 2 and the respondent Nos. 3 to 37 in the said case were hand-in-glove and are trying to take away and extinguish the legal rights of the petitioner and other shareholders without their knowledge by taking advantage of the remote location of their residence i.e. Meghalaya. It is also the contention of the petitioner that the respondent No. 1, sitting at Principal Bench at Delhi, has no territorial jurisdiction to entertain the company petition inasmuch as the respondent-company has its registered office at Shillong. The specific case of t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... under Article 226 of the Constitution. He draws support from para 15 of the decision of the Apex Court in Stridewell Leathers (P.) Ltd. case (supra) and Union of India v. Oswal Woollen Mills Ltd. [1985] 154 ITR 135 (SC). 5. Since the core issue presently revolves round the interpretation of Article 226(1) and (2) of the Constitution of India, it will be instructive to reproduce below these provisions: "226. Power of High Courts to issue certain writs. " (1) Notwithstanding anything in article 32, every High Court shall have powers throughout the territories in relation to which it exercises jurisdiction, to issue to any person or authority, including in appropriate cases, any Government, within those territories directions, orders or writs including writs in the nature of habeas corpus, mandamus, prohibition, quo warranto and certiorari, or any of them, for the enforcement of any of the rights conferred by Part III and for any other purpose. (2) The power conferred by clause (1) to issue directions, orders or writs to any Government authority or person may also be exercised by any High Court exercising jurisdiction in relation to the territories within which the cause of acti ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d 23-2-2006 was received by the appellant company at Chandigarh. Consequences of the revocation ensued at Chandigarh by which the appellant Company is registered. 5.1 The Apex Court, after discussing the history of Article 226(1) and (2) of the Constitution and after reviewing a catena of its past decisions, held that the test as to whether a particular fact(s) constitutes (constitute) a cause of action, wholly or in part, will have to be judged on the touchstone of whether such fact(s) is(are) of substance and can be said to be material, integral or essential part of the lis between the parties. If it is, it forms a part of the cause of action. If it is not, it does not form a part of the cause of action. It is also well-settled that in determining the question, the substance of the matter and not the form thereof has to be considered. For example, in Union of India v. Adani Exports Ltd., [2002] 1 SCC 567, A filed a petition under Article 226 of the Constitution in the Gujarat High Court claiming the benefit of the Passport Scheme under the EXIM policy. The Passport was issued by Chennai Office. Entries in the Passport were made by authorities at Chennai, but none of the respond ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 2 to 27 pending before the Company Law Board at Delhi? The subject-matter of the Company Petition, as pleaded by the petitioner himself at paragraph 7 of the writ petition, is the prayer of the said respondents for cancellation of shares allotted by the respondent-company in the year 2001-02, which are alleged to have included his own shares. In other words, the petitioner desires to question in this writ petition the tenability of the prayer of the respondent-company made before the Company Law Board, Delhi for cancellation of those shares. The expression "cause of action" has not been defined in the Constitution or the code of Civil Procedure. It may, however, be described as a bundle of essential facts, which is necessary for the plaintiff to prove for the right to judgment. Failure to prove such facts would, conversely, give the defendant a right to judgment in his favour. In other words, whether the facts projected by the respondent-company in their petition can constitute a material, essential or integral part of the cause of action? In my opinion, the mere fact that the respondent-company was registered, or has its registered office, at Shillong, is not decisive, and has abs ..... X X X X Extracts X X X X X X X X Extracts X X X X
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