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TMI Blog1976 (4) TMI 154X X X X Extracts X X X X X X X X Extracts X X X X ..... August 24, 1957, with the memorandum and articles of association, a copy whereof is annexure "A" to the petition. The authorised capital of the company was rupees one lakh, which was divided into 1,000 shares of Rs. 100 each. Initially, allotment for shares of Rs. 51,000 was made and subsequently allotment was made for the balance of shares worth Rs. 49,000 on March 5, 1971. Out of the balance of shares worth Rs. 49,000 capital shares allotted to Gurnam Singh, Kanwaljit Singh, Sucha Singh and Inderjit Singh, sons of Sawan Singh, respondents, were to the extent of ten shares each. Sawan Singh, respondent, was allotted another 210 shares and his wife, Chanan Kaur, 172 shares. It has been alleged in the petition that Gurnam Singh, Kanwaljit Si ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the averments made are of invalidity of allotment and transfer of' shares; the said question essentially relates to the civil rights of the parties and, therefore, the petition was not maintainable. As regards merits, the averments made in the petition have been denied. On the pleadings of the parties, the following issues Were framed: 1.Whether the present petition is not maintainable ? 2.Whether the petition is not triable and the petitioner should be directed to seek remedy in a civil court ? 3.Whether the allotment of shares in favour of respondents Nos. 1 to 4, who are minors on March 5, 1971, was invalid ? 4.Whether the transfer of shares made in the meeting of the board of directors held on May 27, 1971, was illegal ? If so, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... that the said document purported to bear thumb impression of Chanan Kaur, his wife, whereby she resigned from the chairmanship of the company. He admitted his signatures on another document of the same date in English by which the charge of the office of chairmanship and that of the managing directorship was handed over by him and Chanan Kaur. The said signatures are marked exhibits R-1 and R-4. He denied that any meeting of the board of directors was held on May 27, 1971, and he had attended the same. When confronted with his signatures on the minutes book, exhibit R-5, he admitted the same to be his, but stated that no such meeting ever took place. In this meeting the board of directors was authorised to transfer his shares and those of h ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ransfer of shares were signed by him and sent to all the shareholders under postal certificates. This witness wanted to produce the postal certificates, but the learned judge recording the evidence refused the said documents to be brought on record as, according to him, the said documents could be manufactured at any time. Issue Nos. 1 and 2 I am inclined to uphold the contention raised by the learned counsel for the respondents that the averments made in this petition cannot be tried in a petition under section 155 of the Act. It is well settled that the proceedings under section 155 of the Act are of summary jurisdiction and in proper cases the company court would refuse to exercise jurisdiction under this section when complicated f ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... gone into in proceedings under section 155 of the Act. From what has been stated above, the dispute between the parties is essentially of civil nature which can effectively be settled by having resort to proceedings in a civil court. It is well-settled that where the allegation is of forgery and fabrication of documents, the said dispute cannot be gone into in the summary proceedings under section 155 of the Act and the company court is bound to refuse to exercise jurisdiction in such cases. Reference in this connection may be made to a decision of the Bombay High Court in Jayshree Shantaram Vankundre v. Rajkamal Kalamandir P. Ltd. [1960] 30 Comp. Cas. 141 (Bom.), wherein it was held as follows: "Where in an application for the rec ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... From what has been said above, it is to be seen that the relief, under section 155 of the Act being discretionary, the court would be justified to refuse the relief when complicated questions of fact and law affecting the civil rights of the parties are involved. From the allegations made in the petition and the allegations as they emerge from the evidence led by the petitioner, it is obvious that the very title of the respondents to the shares got transferred by them by executing various documents, is being challenged. Sawan Singh, though he admitted his signatures on all those documents, yet pleaded that he signed them under undue influence when he was drunk. These matters can hardly be gone into in the proceedings under section 155 of ..... X X X X Extracts X X X X X X X X Extracts X X X X
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