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Issues:
- Application for delivery of shares under section 113 of the Companies Act, 1956. - Interpretation of section 113 regarding the obligation of the company to deliver shares. - Comparison with English Companies Act of 1948. - Construing sub-sections of section 113 strictly for penal consequences. Analysis: The judgment pertains to an application made by Raigarh Trading Co. Ltd. against Asiatic Oxygen Ltd. & Ors. for the delivery of equity shares or issuance of duplicate certificates. The dispute revolves around whether the company delivered the shares to the petitioner or not. The court acknowledged the difficulty in determining this based on affidavit evidence and highlighted the need for a trial to establish the facts. However, the crucial aspect of the judgment revolves around the interpretation of section 113 of the Companies Act, 1956. The court emphasized that the Act does not provide a special remedy for the delivery of shares; instead, it mandates the filing of a suit for such matters. Section 113 imposes an obligation on the company to have certificates ready for delivery within specified timelines after allotment or transfer of shares, with penalties for non-compliance. Drawing a comparison with the English Companies Act of 1948, the court noted the specific rules regarding applications for delivery of certificates or debentures. The judge rejected the argument that section 113 authorizes a person to apply for the delivery of shares, emphasizing that the provision strictly requires the company to have the shares ready for delivery, not necessarily to deliver them. Furthermore, the judgment stressed the need to interpret section 113 strictly, citing precedents and legal principles. The court concluded that sub-section 3 of the Act does not empower an individual to obtain an order for the delivery of shares, deeming the application in question as misconceived and dismissing it. The judgment did not award costs in this case but stayed the operation of the order for four weeks.
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