A.P.Srivastava, J. - (1.) This is a defendant's appeal. The Jawahar Palace Cinema including its building, furniture and machine belonged to defendant No. 1, a limited Company known as Allahabad Theatres Ltd. The appellant Sri Raja Ram Jaiswal, Sri Radhey Shyam Jaiswal and Sri Nand Kishore Chaudhari were the directors of the Allahabad Theatres Ltd, The plaintiff is a broker. According to him, the abovomention-cd three directors of the Allahabad Theatres Ltd. deputed him to find a purchaser for the property and Sri Raja Ram Taiswal wrote a letter to him on 22-12-1941 in which he said that "Ap Jawahar Palace Cinema building Rs. 54,000/-mai furniture machine ke ko bechainge to ap ko Rs. 2,000/- commission dilavien gay. Kharcha kul ap ka rahega magar Jawab jald ana chahiye." Armed with this letter the plaintiff started making efforts to Ret a purchaser for the property and succeeded in persuading one Sri K. S. Gandhi to agree to purchase it for Rs. 55,000/- Sri Gandhi wrote a cheque for Rs. 1,000/- on account of earnest money in favour of Sri Raja Ram Jaiswal and gave it to the plaintiff so that the deal may be settled. The plaintiff handed over the cheque to Sri Radhey Shyam Jaiswal and to Sri Nand Kishore Chaudhari as Sri Uaja Ram Jaiswal was not available at the time for some reason. Those two gentlemen accepted the cheque and executed a receipt for the amount in which they mentioned that the property would be sold to Sri Gandhi as agreed and that Rs. 1,000/- was being taken as earnest money. Subsequently the sale did not materialise as the directors refused to carry out the sale on the ground, that they had no authority on behalf of the Allahabad Theatres Ltd. to sell the property, Sri K. S. Gandhi subsequently brought a suit lor the specific performance of the contract. The suit was dismissed by the trial court but it is alleged that it was compromised in appeal. The plaintiff served notice on the Company as well as the three directors calling upon them to pay him his agreed commission of Rs. 2,000/- because he had carried out his part of the contract. As the amount was not paid he filed a suit to recover it and impleaded in that suit the Allahabad Theatres Ltd. as well as the three directors.
(2.) The suit was contested by the defendants on various grounds the main defence being that the three directors had no authority on behalf of the Company to sell the property, and that the plaintiff was not entitled to any commission as the sale had never been effected.
(3.) The trial court dismissed the suit. The plaintiff went up in appeal and the first appellate court decreed the suit against Raja Ram Jaiswal only. It took the view that Raja Ram Jaiswal having written the letter dated 22.12-1941 had undertaken personal liability for the payment of the commission. The plaintiff had done everything that he could do in the circumstances and if the sale could not be effected it was no fault of his. The suit was dismissed as against the other defendants. Sri Raja Ram Jaiswal then filed a second appeal in this Court and the appeal was heard by V. Bhargava, J. Before him it was argued that as the sale did not finally take place, on the terms of the agreement between the parties the plaintiff could not claim any commission. It was also urged that Sri Raja Ram Jaiswal could not be made personally liable for the plaintiffs' commission as he had all along been acting for and on behalf of the Company. Both these contentions were rejected by the learned Single Judge and the appeal of Sri Raja Ram Jaiswal was dismissed. Permission to file an appeal to a Division Bench was, however, granted and the present appeal has been filed as a result.;