Court : Orissa
Decided on : Aug-16-1956
Reported in : AIR1957Ori232; 23(1957)CLT221
..... resolution as it is a matter solely concerning the share-holders and the only persons who can object are either the creditors or debenture-holders. in support of this contention he relies upon section 14 of the indian companies act, 1913, to the effect: 'the court shall, in exercising its discretion under sections 12 and 13, have regard to the rights and interests ..... the state concerned. 34. to summarise, my findings are as follows. (1) that the state of orissa or any otherperson is competent to raise objections undersection 12 of the indian companies act of 1913, toa change of the registered office and confirmationof the special resolution to that effect; (2) that the court can consider these objections in confirming or not the special ..... alter the regulations contained in their articles is limited only by the provisions contained in the statute and the conditions contained in the company's memorandum of association. wide, however, as the language of section 50 (of the companies act, 1862) is the power conferred by it must, like all other powers, be exercised subject to those general principles of law and ..... good faith; that the alteration is aimed at evading the operation of the impending legislation regarding sales-tax and the provisions of the new companies act; and that the alteration resolved upon is not for the benefit of the company. the state also alleges that the change of the registered offices would entail serious practical difficulties in working out the provisions of the .....Tag this Judgment!
Court : Orissa
Decided on : Nov-22-1956
Reported in : AIR1957Ori203
..... the formalities required by law. the share scrip was already with the company, consequently, the objection contended for bv mr. choudhury under section 34, clause (3) of the companies act. 1913 that it shall not be lawful for the company to register a transfer of shares in or debentures of the company unless the proper instrument of transfer duly stamped and executed by the transferor ..... and the transferee has been delivered to the company along with the scrip is no longer tenable. 21. ..... oppose, being vitally interested in the proceedings and might be seriously prejudiced by an order for rectification made behind his back and the jurisdiction under section 38 of the indian companies act is unlimited. this case, in my opinion, does not help opposite party no. i. in the course of the judgment, the learned judge mookerjee j., observed. 'the legislature ..... althoughi perfectly agree that if it can be shown affirmatively that they are exercising their power capriciously and wantonly that may be ground for the court interfering.' buckley on the companies act, 12th edition at page 175 says 'where the articles authorise the directors to reject transfers to transferees of whom they do not approve, the directors must before rejecting a .....Tag this Judgment!