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In Re: Indo-pharma Pharmaceutical Works Pvt. Ltd. - Court Judgment

LegalCrystal Citation
SubjectCompany
CourtMumbai High Court
Decided On
Case NumberCompany Petition No. 104 of 1967
Judge
Reported in[1968]38CompCas313(Bom)
ActsCompanies Act - Sections 17 and 17(1­)
AppellantIn Re: Indo-pharma Pharmaceutical Works Pvt. Ltd.
Excerpt:
- - has observed in the said decision itself, even if the conditions laid down in section 17 of the companies act are satisfied. though it is primarily for the company to decide what is for its good and whether the alternation sought to be effected will enable it to carry on its business more efficiently within the terms of section 17(1)(a), the court may, in exercising its discretion, have regard to considerations of business morality or national interests......laid down in section 17 of the companies act are satisfied. that discretion is, no doubt, a judicial discretion, but it has to be exercised on the facts of each case, and the exercise of it is not a matter that can be governed by judicial decisions. though it is primarily for the company to decide what is for its good and whether the alternation sought to be effected will enable it to carry on its business more efficiently within the terms of section 17(1)(a), the court may, in exercising its discretion, have regard to considerations of business morality or national interests. in may opinion, however, those considerations should not prevent me from sanctioning the alteration of the objects in the present case, which is a case of a private company in the nature of a small family.....
Judgment:

1. Mr. Mody has relied on Jayantilal Ranchchoddas Koticha v. Tata Iron and Steel Co. Ltd. : AIR1958Bom155 in support of this petition. Confirmation of the alteration of the objects specified in the memorandum is a discretionary order, as Chagla C.J. has observed in the said decision itself, even if the conditions laid down in section 17 of the Companies Act are satisfied. That discretion is, no doubt, a judicial discretion, but it has to be exercised on the facts of each case, and the exercise of it is not a matter that can be governed by judicial decisions. Though it is primarily for the company to decide what is for its good and whether the alternation sought to be effected will enable it to carry on its business more efficiently within the terms of section 17(1)(a), the court may, in exercising its discretion, have regard to considerations of business morality or national interests. In may opinion, however, those considerations should not prevent me from sanctioning the alteration of the objects in the present case, which is a case of a private company in the nature of a small family concern or a quasi partnership.

2. Having regard to that fact, I make the petition absolute in terms of prayer (a).


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