N.K.Mehrotra, J. - (1.) This is a revision against the order dated 30.11.2002 passed by Civil Judge (Senior Division), Lucknow allowing the application 25A under Order VI, Rule 17 of the Code of Civil Procedure. The copy of the application for amendment of the plaint of the suit filed by the opposite party is Annexure-S-1 and the objection filed by the defendant-revisionist is Annexure-S-2. It appears that the plaintiff filed a suit for the following reliefs : "(a) That a decree of permanent Injunction may be passed restraining the defendant from holding its extra-ordinary general meeting in pursuance of the notice dated 18.2.2002 or any other general meeting containing the same or similar resolutions ; (b) That a decree of permanent injunction may be passed restraining the defendant from adopting or passing the resolutions, contained in the notice dated 18.2.2002 convening the said extraordinary general meeting or any other general meeting containing the same and similar resolutions ; (c) That a decree of permanent injunction may be passed restraining the defendant from declaring/informing the results of the notice of postal ballot dated 1.2,2002 ; (d) That a decree of permanent Injunction may be passed restraining the defendant from acquiring the equity shares of Jaypee Hotels Ltd. from the persons and/or corporate bodies in the promoter group Including the companies namely Jaiprakash Enterprises Limited and Jaypee Ventures Ltd. ; (e) That cost of this suit be awarded to the plaintiff against the defendant and such other relief or reliefs as may be deemed to be fit and proper in the circumstances of the case may also be granted to the plaintiff against the defendant."
(2.) After the filing of the suit, the plaintiff sought an ad-interim Injunction and when the injunction was not granted and meeting was held, the plaintiff moved an application for amendment of the plaint with the allegations that the defendant has already acquired shares of M/s. J. P. Hotels Limited from the persons and the corporate body in the promoter group including the company, namely, J. P. Enterprises Limited, J. P. Ventures Limited and also allotted shares and the decision with respect to providing dividend were also taken in the Board's meeting held on 29.7.2002 and this dividend is also to be provided/distributed to the persons to whom the impugned shares have been transferred. It is also alleged that in view of the subsequent development, the reliefs earlier sought be deleted and substituted by the following reliefs : "(a) It be declared by a declaratory decree that the purported extra-ordinary general meeting allegedly held on 21.3.2002 stated to be pursuant to the notice dated 18.2.2002 and the resolution/resolutions if any passed in the said meeting of the defendant, may kindly be declared to be Illegal, arbitrary, null and void, legally ineffective and non-existent. (b) It be declared by declaratory decree that all resolutions passed as contained and pursuant to the notice of postal ballot dated 1.2.2002 by the defendant, may kindly be declared illegal, nonexistent, null and void. (c) It be declared by a declaratory decree that the acquisition of equity shares of M/s. Jaypee Hotels Ltd. from the persons and/or corporate bodies in the Promoter Group including the companies namely Jai Prakash Enterprises Limited and Jaypee Ventures Limited and the impugned shares transferred/allotted to the persons, being henchmen of the defendant, should be declared as illegal, nonexistent, null and void. (cc) By means of a decree for perpetual injunction, the defendant and its agents may kindly be restrained from getting or permitting the impugned shares, as mentioned in paras above, further alienated/transferred or to declare the profit or disburse the dividend upon the impugned shares, as aforesaid, to the transferees or allottees."
(3.) It is against this application for amendment, the defendant filed objection. The defendant-revisionist contended that the proposed amendment concerned the allotment of the shares and It Is the Security and Exchange Board of India (hereinafter referred to as "S.E.B.I.") which is proper forum to agitate the same. It also contended that the declaratory relief as proposed to be sought through the amendment cannot be granted by the Court inasmuch as the petitioner is not seeking any declaration with regard to his legal character as shareholder of the company but is seeking to undo the majority rule which majority rule being a creature of the Companies Act, 1956, no judicial order can be passed against the landlord of the provisions of the Companies Act. It was also contended that the court below lacks jurisdiction to interfere the conduct of the company meeting. The cause of action does not continue to arise to the plaintiff. In short, the main objection of the defendant-revisionist against the application for amendment of the plaint is that the civil court has no jurisdiction to enter into the cause of action to the plaintiff-opposite party.;