P.K. Balasubramanyan, J. - (1.) M/s Ashok Transport Agency, Respondent No. 1 herein (hereinafter referred to as the plaintiff), filed a suit against M/s O.M.C. Alloys Limited, a Government Company, (hereinafter referred to as the defendant), for recovery of a sum of Rs. 3,90,210/- with interest thereon. The suit was filed on 1.8.1986. The defendant filed a written statement on 14.10.1987. On 29.08.1990, the suit was dismissed for default. On 20.09.1990, the plaintiff filed an application under Order IX Rule 9 of the Code of civil Procedure for restoration of the suit. On 03.08.1991, the defendant filed a memo substantially submitting that it was not opposing the restoration of the suit. The application for restoration was heard and posted for orders to 17.8.1991. On that date, orders were not pronounced and the pronouncement of orders was adjourned to 02.09.1991.
(2.) On 30.08.1991, the Ministry of Law, Justice and Company Affairs, Government of India, issued a Notification S.O. 562 (E) in exercise of the powers conferred under Sub-sections (1) and (2) of Section 396 of the Companies Act, 1956, called the OMC Alloys Limited and the Orissa Mining Corporation Limited (Amalgamation) Order, 1991. It provided for the amalgamation of the defendant with the Orissa Mining Corporation Limited (hereinafter referred to as the Corporation), a Government of Orissa company incorporated under the Companies Act. In addition to providing for the amalgamation of the two companies and for transfer of all rights and properties of the defendant and the vesting of the same in the Corporation in accordance with law, by Clause 12, it provided for the dissolution of the Company. Clause 12 reads: "12. Dissolution of the M/s OMC Alloys Limited -Subject to the other provisions of this order, as from the appointed day, M/s OMC Alloys Limited shall be dissolved and no person shall make, assert or take any claims demand or proceedings against the dissolved company or against a director or an officer thereof in his capacity as such director or officer, except in so far as may be necessary for enforcing the provisions of this order."
(3.) Clause 7 thereof made provision for saving of legal proceedings. It reads:- "7. Saving of legal proceeding.- If on the appointed day, any suit, prosecution, appeal or other legal proceedings or whatever nature by or against the dissolved company be pending, the same shall not abate or be discontinued, or be any way prejudicially affected by reason of the transfer to the resulting company of the undertaking of dissolved company or of anything contained in his order. But the suit, prosecution, appeal or other legal proceeding may be continued, prosecuted and enforced or against the resulting company in the same manner and to the same extent as it would or may be continued, prosecuted and enforced by or against the dissolved company, if this order had not been made." By definition, the resulting Company is the Corporation.;