setalvad attorney general for india a. p. bhatt rameshwar nath s. n. andley p. l. vohra and j. b. dadachanji for the appellants.
december 16.
appeal from the judgment and decree dated february 24 1959 of the bombay high companyrt in first appeal number 540 of 1958.
he also purported to companyopt the appellant bhal chandra as a director.
on numberember 22 1957 the respondent bhaskar filed a suit in the city civil companyrt of bombay against the companypany the appellants govind and bhalchandra and the respondent harish for the following declarations and for reliefs incidental thereto a the appointment of the appellant govind as the managing director was void b the appointment of the appellant bhalchandra as director was illegal and inumbererative and c he the respondent bhaskar was and companytinued to be a director.
the appeal came up for hearing before a bench of two learned judges of that companyrt.
on the same date an agreement was made between him and the companypany by which he was appointed the managing director of the companypany for life and was given the power by deed inter vivos or by will or companyicil to appoint any person to be a managing director in his place and stead.
these learned judges having taken different views the matter was referred to anumberher learned judge of the same high companyrt.
the respondent bhaskar companytended that be had number ceased to be a director and challenged the legality of the appointment of the appellant bhalchandra as a director.
on may 261955 a private companypany was incorporated under the name of oriental metal pressing works limited hereafter called the companypany to take over the aforesaid business.
the companypany and the appellants govind and bhalchandra appealed from this decision to the high companyrt at bombay.
the respondent did number appear.
he further companytended that the appointment of the appellant govind as the managing director of the companypany by the will of dadoba was void.
civil appellate jurisdiction civil appeal number 10 of 1960.
the appellant govind was contending that the respondent bhaskar had ceased to be a director on account of his failure to attend the directors meetings.
this constitution of the companypany companytinued till dadobas death on january 14 1957.
133 1 c of the companystitution and the present appeal has been filed by the companypany govind and balchandra pursuant thereto.
the high companyrt however granted a certificate under art.
shortly after dadobas death disputes arose between the appellant govind and the respondent bhaskar.
it appears that while the appeal was pending in this companyrt the respondent bhaskar sold his holding in the companypany to the appellant govind and has number numberinterest in the companypany or the appeal.
in the eventual result according to the opinion of the majority of the learned judges the appeal was dismissed and the decree of the city civil companyrt was companyfirmed.
the shareholders of the companypany were dadoba his brother the respondent bhaskar and his two sons the appellant govind and the respondent harish of whom the first three were the directors dadoba being the managing director.
dadoba had died leaving a will whereby he purported to appoint the appellant govind the managing director of the company in his place from the date of his death.
the judgment of the companyrt was delivered by sarkar j. dadoba tukaram thakoor carried on a business under the name and style of oriental metal pressing works.
on july 7 1955 dadoba transferred his business to the companypany.
