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Sarat Chandra Chakravarti and Atul Chandra Moitra Vs. Tarak Chandra Chatterjee and ors. - Court Judgment

LegalCrystal Citation
SubjectCivil
CourtKolkata
Decided On
Reported inAIR1924Cal982
AppellantSarat Chandra Chakravarti and Atul Chandra Moitra
RespondentTarak Chandra Chatterjee and ors.
Cases ReferredMozley v. Alston
Excerpt:
- .....the munsif on the first issue that is, on the ground that the court had no jurisdiction to try the suit. the plaintiffs appealed against that decree and the learned judge on appeal held that the court had jurisdiction to entertain the suit and remanded the case for the trial of certain issues to the first court.2. the defendants nos. 2 and 3 have appealed to this court and on their behalf the contention has been made that the civil court has no jurisdiction to entertain such a suit as this. it was also argued that having regard to the facts stated in the judgment of the court of appeal below the court ought not to interfere in this matter.3. with regard to the second question we have only to observe that the learned judge in the lower appellate court took the matter into his.....
Judgment:

1. This appeal arises out of a suit brought by four persons as plaintiffs against defendants Nos. 1 to 5 who are stated to be acting as Directors of the Company which was joined as defendant No. 6 on the ground that one of the plaintiffs has been prevented from acting as Director. The facts shortly stated are that at a meeting of the share-holders of the Company which was held on the 32nd Ashar 1329 the plaintiff No. 2 and defendants 1, 2 and 3 were elected Directors. The meeting was subsequently adjourned and the adjourned meeting was held on the 7th Sraban following. On that date on account of certain proceedings which we need not state in detail the election of the Directors held on the previous date was reconsidered and a new election took place the result of which was that defendants 1, 2, 3 and 4 were elected directors and plaintiff No. 2 was not elected. There was also some other alteration as regards the election of the Assistant Managing Director. Several issues were framed, but the suit was dismissed by the Munsif on the first issue that is, on the ground that the Court had no jurisdiction to try the suit. The plaintiffs appealed against that decree and the learned Judge on appeal held that the Court had jurisdiction to entertain the suit and remanded the case for the trial of certain issues to the first Court.

2. The defendants Nos. 2 and 3 have appealed to this Court and on their behalf the contention has been made that the Civil Court has no jurisdiction to entertain such a suit as this. It was also argued that having regard to the facts stated in the judgment of the Court of appeal below the Court ought not to interfere in this matter.

3. With regard to the second question we have only to observe that the learned Judge in the lower appellate Court took the matter into his consideration as a question distinct from one of jurisdiction, and as we understand his judgment he has left the question open for decision by the trial Court, that is to say, whether, having regard to the circumstances of the case, the Court will in the exercise of its proper discretion grant the relief claimed by the plaintiffs. That discretion is a judicial discretion to be exercised by the Court in consideration of all the circumstances of the case and it is liable to be reviewed on appeal by the appellate Court. That matter is not properly before us now and we need not express any opinion on the question. The only question that is properly before us is whether the Civil Court has jurisdiction to entertain the suit. It is contended on behalf of the appellants that although there is no direct provision in the law that the Civil Court has no jurisdiction to entertain such a suit it is a matter of internal management of a Company with which the Court has no jurisdiction to interfere and he cites in support of his contention the case of Mozley v. Alston 1 Phillips 790, and certain other cases following that case, In that case, however, there were various reasons on which the Lord Chancellor sustained the demeanour of the defendant Company and we need not go into the reasons of the judgment in detail. The concluding remark in the judgment shows that the Court did not exercise its equitable jurisdiction on a consideration of the facts of the case. As a matter of fact an injunction may be granted on the application of a Director restraining the plaintiffs co-directors from wrongfully excluding him from acting as a Director, and we think that there is nothing which can be urged as excluding the jurisdiction of the Court from entertaining the suit. As we have said this question of jurisdiction is quite different from the question whether the Court will exercise its discretionary jurisdiction having regard to the circumstances of a particular case.

4. We hold that the Court has jurisdiction to entertain the suit as framed and the appeal must be dismissed with costs. We assess the hearing fee at five gold mohurs.

5. Let the record be sent down without delay.


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