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Issues:
1. Lack of filing power of attorney or written authority by liquidators as per rule 23 of the Civil Rules of Practice. 2. Proper appointment of liquidators under the Companies Act, 1956. 3. Absence of sanction for filing the suit in a creditors' voluntary winding up. Analysis: Issue 1: Lack of filing power of attorney or written authority The contention raised by the defendant appellants was that the liquidators, acting on behalf of the bank in liquidation, should have produced a power of attorney or written authority as per rule 23 of the Civil Rules of Practice. However, the court clarified that the liquidators, being representatives of the bank in liquidation, are not agents of the bank but constitute the bank itself. Rule 23 applies only when someone other than the liquidators represents them, which was not the case here. Thus, this objection was deemed invalid. Issue 2: Proper appointment of liquidators The second objection regarding the proper appointment of the liquidators was not raised in the lower courts. The respondents were appointed as liquidators at a creditors' meeting, as stated in the plaint. The advocate for the appellants argued that there was no evidence of a general body meeting nominating the liquidators as required by the Companies Act, 1956. However, since the objection was not raised earlier and considering the provisions of section 502(2) where creditors' nominations prevail, the court did not delve further into this issue. The advocate for the respondents assured the court of the general body meeting and offered to produce records if necessary, which the court found unnecessary. Therefore, this objection was also dismissed. Issue 3: Absence of sanction for filing the suit The third objection raised was the absence of sanction for filing the suit in a creditors' voluntary winding up. Section 512 of the Companies Act outlines the powers and duties of the liquidator in such cases. The court clarified that for filing suits, no specific sanction is required under section 457, as the powers requiring sanction do not pertain to the institution or defense of suits. Therefore, the objection regarding the absence of sanction for filing the suit was deemed invalid. In conclusion, as no other points were raised, the second appeal was dismissed with costs, upholding the decrees of the lower courts in favor of the respondents, the liquidators in the creditors' voluntary winding up of the Industrial Bank Ltd.
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