- (1.) THE defendant has taken out the Master's Summons for rejection of the plaint relating to the suit on the ground that it discloses no cause of action. The defendant says that the suit is otherwise vexatious and in abuse of process and such a ground can be read into Order VII Rule 11 (a) of the Code of Civil Procedure, 1908.
(2.) THE plaintiff nos. 1 and 2 are engaged in the manufacture of medicine and paper. The plaintiff nos. 3 and 4 are directors of the plaintiff nos. 1 and 2. The defendant, at the time of the institution of the suit, was the financial adviser of the Himachal Pradesh State Industrial Development Corporation Limited (the corporation ). The plaintiffs say that the acts and conduct of the defendant they complain of were not commensurate with his position and status and he misused his authority as an officer of the Corporation to go out of his way to cause prejudice to the plaintiffs.
(3.) UPON default in repayment to the Corporation by a company that obtained credit facilities from it, the Corporation took over its assets in accordance with law and invited offers for the sale of such assets. The plaintiff no. 1, through the director plaintiffs, made an offer for purchase of the assets and an agreement was entered into in November, 1993 for the sale of the assets held by the corporation and another State Financial Corporation at a consideration of Rs. 50 lakh. The plaintiffs obtained possession of the factory and its equipment situated in Solan, Himachal Pradesh, in January, 1994. The plaintiff no. 1 requested the corporation that the assets relating to the paper business at Solan be transferred to the second plaintiff. An agreement was executed in August, 1994 between the second plaintiff, the Corporation and the other financial corporation by which the land, plant and machinery at Solan were sold in favour of the second plaintiff for rs. 50 lakh. It is claimed that the first plaintiff had already paid a quarter of the consideration prior to the agreement of August, 1994 and the second plaintiff was thus to pay Rs. 37. 50 lakh which it agreed to pay in ten half-yearly instalments beginning November, 1994 and ending May, 1999. The plaint refers to this transaction as the first premises.;