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Issues Involved:
1. Validity of the proxy sent by Rampal Singh. 2. Proper stamping of the proxy under the Indian Stamp Act, 1899. Detailed Analysis: 1. Validity of the Proxy Sent by Rampal Singh: The primary issue in this case was the validity of the proxy sent by Rampal Singh in favor of Gurdip Singh Gill. The official chairman had accepted the proxy of Kartar Singh but was not satisfied with the proxy sent by Rampal Singh, leading to the matter being referred to the company judge. The learned single judge scrutinized the signatures on the proxy and compared them with the admitted signatures of Rampal Singh in the proceedings book. Despite noticing slight variations, the judge concluded that these were natural due to the passage of time and the age of Rampal Singh. The judge found the signatures to be genuine and attributed the variations to the tremors associated with old age. The appellants, represented by Mr. G.R. Majithia, argued that the signatures on the proxy did not tally with the admitted signatures and pointed out tremors in the signatures. However, the court compared the signatures on various documents, including the proxies, letters, and the affidavit sent by Rampal Singh, and found them to be consistent. The court also took into account an affidavit from Rampal Singh affirming the genuineness of his proxy. The court dismissed the appellants' arguments about suspicious circumstances surrounding the proxy, such as the address discrepancies and the proxy being sent directly to Gurdip Singh Gill. The court found reasonable explanations for these circumstances and concluded that the proxy was genuine. 2. Proper Stamping of the Proxy under the Indian Stamp Act, 1899: The second issue was whether the proxy sent by Rampal Singh was properly stamped under the Indian Stamp Act, 1899. The appellants contended that the proxy was not valid as it was not stamped at the time of the meeting. However, the learned single judge held that the proxies were stamped within three months of their receipt in India, as required by Section 18 of the Indian Stamp Act, 1899. The proxies were received in India on 23rd May 1977 and were stamped on 19th August 1977, which was within the stipulated three-month period. The appellants argued that Section 35 of the Indian Stamp Act, 1899, which deals with the invalidity of unstamped documents, was applicable. However, the court found that Section 35 was not applicable in this case, as the proxies were properly stamped when received in evidence by the company judge. The court also noted that the official chairman, who conducted the meeting, did not have the authority to receive evidence under any law, and the proxies were not produced in evidence before him. The court referred to the case of Tata Iron and Steel Co. Ltd., AIR 1928 Bom. 80, but found it inapplicable as the proxies in the present case were properly stamped and canceled. The court concluded that the proxy of Rampal Singh was valid and could not be rejected on the grounds of improper stamping. Conclusion: The court dismissed the appeal, upholding the judgment of the learned single judge. The proxy sent by Rampal Singh was found to be genuine and properly stamped. Consequently, the votes of Rampal Singh were credited to the group of Gurdip Singh Gill, allowing them to elect seven directors and the managing director. The official receiver was relieved of his duties in compliance with the judgment of the learned single judge, and no separate orders were required for the Civil Misc. Application (No. 589 of 1979).
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