Falshaw, J. - (1.) This is a somewhat unfortunate case from the point of view of the petitioner, Rajeshwar Parshad, who has been placed by the Official Liquidator of the Simla Banking and Industrial Company Limited in liquidation on the list of contributories in respect of 100 shares standing in his name in the list of members of the Company as executor and administrator of the estate of late Rai Bahadur Lala Benarsi Das of Ambala. A sum of Rs. 25/- remains unpaid on each of these shares and his total liability is therefore Rs. 2,500/- plus Rs. 353/2/- which is claimed to be due as interest.
(2.) The fact do not appear to be seriously in dispute. The shares in question were held by Rai Bahadur Lala Banarsi Das who died on 9-3-1938. Under the terms of his will Rajeshwar Parshad petitioner was appointed as his executor but apparently there was a long delay in obtaining probate with regard to the will. In the meantime dividends were declared by the Bank and continued to accumulate on the shares, but it does not seem that until 1918 any serious effort was made by the petitioner to claim the arrears of dividends. Sometime in 1948 the petitioner was informed by the Bank that the dividends which had accrued before 31-3-1945 had been forfeited under the provisions of Article 167 of the Articles of Association of the Company but an offer was made to pay to him a sum of Rs. 1,500/- which had accrued as dividends on the shares after the above date provided that the petitioner had the shares transferred to his own name. There was further delay in doing this and in fact the petitioner's name was only entered in the register of members as a holder of the shares in his capacity as executor of the estate by a resolution of the directors dated 29-9-1951. In the meantime in February 1949 the Bank had closed its doors and no question arose of any further dividends accruing after 1948.
(3.) In the present petition it is claimed that in law and equity the petitioner should be allowed to set off the whole amount which accrued as dividends on the shares together with interest against the amount due from him as a contributory to the Company in its winding up. The petition is opposed by the Company whose position is that in any case the petitioner cannot claim the dividends which accrued before 31-3-1948 and were duly forfeited by the Bank, and that even with regard to the sum of Rs. 1,500/- which accrued thereafter the petitioner is not entitled to the set-off claimed. In any case no interest could be claimed from the Company.;