Meredith, J - (1.) This is a plaintiff's appeal under the Letters Patent from a decision of Shearer, J. sitting singly, and it arises out of a suit asking for a declaration that a sale of certain shares of the Chotanagpur Banking Association was a nullity, and asking that the names of the purchasers of the shares should be deleted from the register of share, holders and the plain, tiff's name should be substituted.
(2.) The circumstances were that one Digendra Nath Mukherji, the plaintiff's uncle, held 48 fully paid shares of the Chotanagpur Banking Association (defendant 1). On 20 July 1915, Digendra borrowed a sum of Rs. 1500 from the. Bank upon a handnote. On 15 May 1923, the Bank obtained a decree upon the handnote against Digendra's heirs. In execution thereof on 3 August 1935, the shares were sold through the Court and purchased by the Bank itself as decree-holder. The Companies Act of 1913 was then applicable, and under Section 55(i) of that Act, "no company limited by shares shall have power to buy its own shares unless the consequent reduction of capital is effected and sanctioned in manner hereinafter provided. There was no reduction of capital, and apparently the Bank soon realised that a mistake had been made, and the shares were allowed to stand in the name of Digendra, while on 31 December 1935 the secretary of the Bank transferred 43 of the shares to certain Directors and their wives, the other defendants, in order to satisfy Digendra's debt.
(3.) The plaintiff eventually became Digendra's sole heir and applied for a succession certificate. For this purpose he applied for duplicates of the share certificates, and the Bank then informed him that 43 of the shares had been sold to others.;