IN RE: OF GAGALBHAI JUTE MILLS PVT. LTD. Vs.
LAWS(BOM)-1962-3-13
HIGH COURT OF BOMBAY
Decided on March 22,1962

In Re: Of Gagalbhai Jute Mills Pvt. Ltd. Appellant
VERSUS
Respondents

JUDGEMENT

Kantawala, J. - (1.)[His Lordship after setting out the facts, proceeded.] In the course of the hearing of this petition, Mr. Amin, who appeared on behalf of the company, did not press for confirmation of alterations of the objects set out in sub -paras (b), (c) and (d) of Clause 2A set out above. I am, therefore, not called upon to consider whether the proposed alterations in respect of the objects mentioned in the said paras, (b), (c) and (d) of Clause 2A should be confirmed by this Court.
(2.)THE notice of this petition was served upon the Registrar of the Joint Stock Companies and the Registrar has opposed this application. He has mainly objected to additional objects contained in sub -paras, (a) to (e) in Clause 2A of the Object clause.
Section 17 of the Indian Companies Act, 1956, makes inter alia the following provision in respect of alteration of objects.

17. Special resolution and confirmation by Court required for alteration, of memorandum. -(1) A company may, by special resolution, alter the provisions of its memorandum so as to change the place of its registered office from oil State to another, or with respect to the objects of the company so far as may be required to enable it

(a) to carry on its business more economically or more efficiently;

(b) to attain its main purpose by new or improved means;

(c) to enlarge or change the local area of its operations;

(d) to carry on some business which under existing circumstances may conveniently or advantageously be combined with the business of the company;

(e) to restrict or abandon any of the objects specified in the memorandum;

(f) to sell or dispose of the whole, or any part, of the undertaking, or of any of the undertakings, of the company; or

(g) to amalgamate with any other company or body of persons.

(2) The alteration shall not take effect until, and except in so far as, it is confirmed by the Court on petition.

(3.)MR . Amin, who appeared on behalf of the company, has urged before me that the new business, which is proposed to be carried on by the company under the proposed alterations of the object clause can under the existing circumstances be combined conveniently and advantageously with the business of the company; that it is primarily for the company to decide what is for its good and that the Court must presume that the company knows its business and that it is not for the Court to tell the company how it should carry on its business.


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