PETITIONER:
\nTHE BRIHAN MAHARASHTRA SUGAR SYNDICATE LTD.<\/p>\n
Vs.<\/p>\n
RESPONDENT:
\nJANARDAN RAMCHANDRA KULKARNI AND OTHERS<\/p>\n
DATE OF JUDGMENT:
\n22\/02\/1960<\/p>\n
BENCH:
\nSARKAR, A.K.
\nBENCH:
\nSARKAR, A.K.
\nDAS, S.K.
\nHIDAYATULLAH, M.<\/p>\n
CITATION:
\n1960 AIR 794 1960 SCR (3) 85
\nCITATOR INFO :
\nR 1992 SC 180 (3)
\nACT:
\nCompany Law-Proceedings Pending under the repealcd Act-If
\nand when could be continued-Indian Companies Act, 1913. (VII
\nof 1913) s. 153-C-Companies Act, 1956, (1 of 956) ss. 10 and
\n647.<\/p>\n
HEADNOTE:<\/p>\n
The respondent had made an application under s. 53-C Of the
\nCompanies Act, 1913, with an alternative prayer for winding
\nup against the appellant company, to the District judge,
\nPoona, who had been authorised under the Act to exercise
\njurisdiction. While the application was pending the
\nCompanies Act, 1913, was repealed by the Companies Act,
\n1956. The appellant company thereupon applied to the
\nDistrict judge to dismiss the application on the ground that
\nhe had ceased to have any jurisdiction to deal with the
\napplication on the repeal of the Companies Act Of 1913.
\nHeld, that s. 6 of the General Clauses Act preserved the
\njurisdiction of the District judge to deal with the
\napplication under S. 153-C Of the Indian Companies Act Of
\n1913, notwithstanding the repeal of that Act.
\nSection 647 of the Companies Act, 1956 did not indicate any
\nintention to affect the rights under the Indian Companies
\nAct of 19I3, for s. 658 of the Companies Act of 1956 made s.
\n6 of the General Clauses Act applicable notwithstanding
\nanything contained in s. 647 of that Act.
\n86
\nSection 24 of the General Clauses Act does not put an end to
\nany notification. It does not therefore cancel the
\nnotification issued under the Indian Companies Act of I9I3
\nin so far as that notification empowered the District judge
\nto exercise jurisdiction under s. 153-C of the Indian
\nCompanies Act of I9I3 even though under s. 10 of the
\nCompanies Act of 1956, a District judge can no longer be
\nempowered to exercise jurisdiction under (a) sections 1397
\nto 407 of the Companies Act, 1956, which correspond to S.
\nI53-C Of the Indian Companies Act, 19I3 or (b) in respect of
\nthe winding up of a company with a paid up share capital of
\nnot less than Rs. 1,00,000\/- which the appellant company
\nwas.<\/p>\n
JUDGMENT:<\/p>\n
CIVIL APPELLATE JURISDICTION: Civil Appeal No. 513 of 1958. PETITIONER: THE BRIHAN MAHARASHTRA SUGAR SYNDICATE LTD. Vs. RESPONDENT: JANARDAN RAMCHANDRA KULKARNI AND OTHERS DATE OF JUDGMENT: 22\/02\/1960 BENCH: SARKAR, A.K. BENCH: SARKAR, A.K. DAS, S.K. HIDAYATULLAH, M. CITATION: 1960 AIR 794 1960 SCR (3) 85 CITATOR INFO : R 1992 SC 180 (3) ACT: Company Law-Proceedings Pending under the repealcd Act-If and when could … Read more<\/a><\/p>\n","protected":false},"author":4,"featured_media":0,"comment_status":"open","ping_status":"open","sticky":false,"template":"","format":"standard","meta":{"fifu_image_url":"","fifu_image_alt":""},"categories":[4928],"tags":[],"amp_enabled":true,"_links":{"self":[{"href":"https:\/\/www.kopykitab.com\/blog\/wp-json\/wp\/v2\/posts\/29766"}],"collection":[{"href":"https:\/\/www.kopykitab.com\/blog\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/www.kopykitab.com\/blog\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/www.kopykitab.com\/blog\/wp-json\/wp\/v2\/users\/4"}],"replies":[{"embeddable":true,"href":"https:\/\/www.kopykitab.com\/blog\/wp-json\/wp\/v2\/comments?post=29766"}],"version-history":[{"count":1,"href":"https:\/\/www.kopykitab.com\/blog\/wp-json\/wp\/v2\/posts\/29766\/revisions"}],"predecessor-version":[{"id":115017,"href":"https:\/\/www.kopykitab.com\/blog\/wp-json\/wp\/v2\/posts\/29766\/revisions\/115017"}],"wp:attachment":[{"href":"https:\/\/www.kopykitab.com\/blog\/wp-json\/wp\/v2\/media?parent=29766"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/www.kopykitab.com\/blog\/wp-json\/wp\/v2\/categories?post=29766"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/www.kopykitab.com\/blog\/wp-json\/wp\/v2\/tags?post=29766"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}
\nAppeal by special leave from the judgment and order dated
\nNovember 20, 1957, of the Bombay High Court in First Appeal
\nNo. 600 of 1956, arising out of the judgment and order dated
\nOctober 17, 1956, of the District Judge, Poona, in Misc.
\nPetition No. 2 of 1956.
\nH. D. Banaji, S. N. Andley, J. B. Dadachanji, Rameshwar
\nNath and P. L. Vohra, for the appellant.
\nA. V. Viswanatha Sastri, Sorab N. Vakil, B. K. B. Naidu
\nand I. N. Shroff, for respondents Nos. 1 and 2.
\n1960. February, 22. The Judgment of the Court was
\ndelivered by
\nSARKAR, J.-Respondents Nos. I to 4 are shareholders in the
\ncompany which is the appellant in this case. They made an
\napplication against the appellant and its directors under s.
\n153-C of the Companies Act, 1913 before that Act was
\nrepealed on April 1, 1956, as hereinafter mentioned, for
\ncertain reliefs which it is not necessary to state. This
\nAct will be referred to as the Act of 1913. This
\napplication had been made to the Court of the District Judge
\nof Poona which Court had been empowered to exercise
\njurisdiction under the Act of 1913 by a notification issued
\nby the Government of Bombay under s. 3(1) of that Act.
\nBefore the application could be disposed of by the District
\nJudge, Poona, the Act of 1913 was repealed and re-enacted on
\nApril 1, 1956, by the Companies Act of 1956, which will be
\nreferred to as the Act of 1956.
\nOn or about June 28, 1956, the appellant made an application
\nto the District Judge of Poona for an order dismissing the
\napplication under s. 153-C of the
\n87
\nAct of 1913 on the ground that on the repeal of that Act the
\nCourt had ceased to have jurisdiction to deal with it. The
\nDistrict Judge of Poona dismissed this application. The
\nappellants appeal to the High Court of Bombay against this
\ndismissal also failed. Hence the present appeal.
\nSection 644 of the Act of 1956 repeals the Act of 1913 and
\ncertain other legislation relating to companies. Sections
\n645 to 657 of the Act of 1956 contain various saving
\nprovisions. Mr. Banaji appearing for the appellant
\ncontended that the proceeding before the District Judge of
\nPoona under s. 153-C of the Act of 1913 had not been saved
\nby any of these provisions. We do not consider it necessary
\nto pronounce on this question for it seems to us clear that
\nthat proceeding can be continued in spite of the repeal of
\nthe Act of 1913 in view of s. 6 of the General Clauses Act.
\nSection 658 of the Act of 1956 expressly provides that, “The
\nmention of particular matters in ss. 645 to 657 or in any
\nother provision of this Act shall not prejudice the general
\napplication of s.6 of the General Clauses Act, 1897 (X of
\n1.897), with respect to the effect of repeals.” Mr. Banaji
\nsaid that s. 658 had been enacted ex abundante cautela. Be
\nit so. Section 6 of the General Clauses Act none the less
\nremains applicable with respect to the effect of the repeal
\nof the Act of 1913.
\nSection 6 of the General Clauses Act provides that where an
\nAct is repealed, then, unless a different intention appears,
\nthe repeal shall not affect any right or liability acquired
\nor incurred under the repealed enactment or any legal
\nproceeding in respect of such right or liability and the
\nlegal proceeding may be continued as, if the repealing Act
\nhad not been passed. There is no dispute that s. 153-C of
\nthe Act of 1913 gave certain rights to the shareholders of a
\ncompany and put the company as also its directors and manag-
\ning agents under certain liabilities. The application under
\nthat section was for enforcement of these rights and
\nliabilities. Section 6 of the General Clauses Act would
\ntherefore preserve the rights and liabilities created by s.
\n153-C of the Act of 1913 and a continuance of the proceeding
\nin respect thereof would be
\n88
\ncompetent in spite of the repeal of the Act of 1913, unless
\nof course a different intention would be gathered.
\nNow it has been held by this Court in State of Punjab v.
\nMohar Singh (1) that s. 6 applies even where the repealing
\nAct contains fresh legislation on the same subject but in
\nsuch a case one would have to look to the provisions of the
\nnew Act for the purposes of determining whether they
\nindicate a different intention. The Act of 1956 not only
\nrepeals the Act of 1913 but contains other fresh legislation
\non the matters enacted by the Act of 1913. It was further
\nobserved in State of Punjab v. Mohar Singh (1) that in
\ntrying to ascertain whether there is a contrary intention in
\nthe new legislation, ” the line of enquiry would be not
\nwhether the new Act expressly keeps &live old rights and
\nliabilities but whether it manifests an intention to destroy
\nthem.”
\nThe question then is whether the Act of 1956 indicates that
\nit was intended thereby to destroy the rights created by s.
\n153-C of the Act of 1913. Mr. Banaji said that s. 647 of
\nthe Act of 1956 indicates an intention to destroy the rights
\ncreated by s. 153-C of the Act of 1913. We find nothing
\nthere to support this view. That section only says that
\nwhere the winding up of a company commences before the
\ncommencement of the Act of 1956, the company shall be wound
\nup as if that Act had not been passed, but s. 555(7) of the
\nAct of 1956 will apply in respect of moneys paid into the
\nCompanies Liquidation Account. All that this section does
\nis to make the provisions of the repealed Act applicable to
\nthe winding up notwithstanding the repeal. The provisions
\nof s. 555(7) need not be referred to as they do not affect
\nthe question. Section 647 of the Act of 1956 therefore
\nindicates no intention that the rights created by s. 153-C
\nof the Act of 1913 shall be destroyed. Nor is an argument
\ntenable that since by s. 647 the Act of 1956 expressly makes
\nthe repealed Act applicable to a winding up commenced under
\nit, it impliedly indicates that in other matters the
\nrepealed Act cannot be resorted to, for, in view of s. 658
\nof the Act of 1956,
\n(1) [1955] 1 S.C.R. 893
\n89
\nthe mention of a particular matter in s. 647 would not
\nprejudice the application of s. 6 of the General Clauses
\nAct; in other words, nothing in s. 647 is to be understood
\nas indicating an intention that s. 6 of the General Clauses
\nAct is not to apply. On the other hand, the parties are
\nagreed that the provisions of s. 153-C of the Act of 1913
\nhave been substantially re-enacted by the Act of 1956 and
\nthis would indicate an intention not to destroy the rights
\ncreated by s. 153-C.
\nMr. Banaji then drew our attention to s. 10 of the Act of
\n1956 and s. 24 of the General Clauses Act. Section 10 of
\nthe Act of 1956 corresponds to s. 3 of the Act of 1913 and
\ndeals with the jurisdiction of Courts. Under s. 10 the
\nCentral Government may empower a District Court to exercise
\njurisdiction under the Act, not being the jurisdiction
\nconferred among others by ss. 397 to 407 nor in respect of
\nthe winding up of companies with a paid up share capital of
\nnot less than Rs. 1,00,000. Sections 397 to 407 of the Act
\nof 1956, it is agreed, contain’ substantially the provis-
\nsions of s. 153-C of the Act of 1913. It has also to be
\nstated that the paid up capital of the appellant is more
\nthan Rs. 1,00,000 and the application under s. 153-C of the
\nAct of 1913 contained a prayer in the alternative for the
\nwinding up of the appellant. Section 24 of the General
\nClauses Act provides that where any Act is repealed and re-
\nenacted with or without modifications, then, unless it is
\notherwise expressly provided, any notification issued under
\nthe repealed Act shall, so far as it is not inconsistent
\nwith the provisions re-enacted, continue in force and be
\ndeemed to have been issued under the provisions so re-
\nenacted unless and until it is superseded by a notification
\nissued under those provisions..
\nMr. Banaji points out that in view of s. 10 of the Act of
\n1956 a District Court can no longer be empowered to deal
\nwith an application of the kind made to the District Judge
\nof Poona, as that application asks for reliefs similar to
\nthose contemplated by ss. 397 to 407 of the Act of 1956 and
\nalso asks for the winding up of a company whose paid up
\ncapital exceeds Rs. 1,00,000 and power to deal with such an
\n90
\napplication cannot now be given to a District Court. He,
\ntherefore, says that the notification issued under the Act
\nof 1913 empowering the District Judge of Poona to deal with
\nthe application would be inconsistent in this respect with
\nthe provisions of the Act of 1956 and could not in view of
\ns. 24 of the General Clauses Act be deemed to continue in
\nforce after the repeal of the Act of 1913. Hence it is
\ncontended that the notification has ceased to have any force
\nand the District Judge of Poona has no longer any jurisdic-
\ntion to hear the application. It is also said that this
\nshows that the Act of 1956 indicates that the rights
\nacquired under the Act of 1913 would come to an end on its
\nrepeal.
\nWe are unable to accept these contentions. Section 10 of
\nthe Act of 1956 deals only with the jurisdiction of courts.
\nIt shows that the District Courts can no longer be empowered
\nto deal with applications under the Act of 1956 in respect
\nof matters contemplated by s. 153-C of the Act of 1913.
\nThis does not indicate that the rights created by s. 153-C
\nof the Act of 1913 were intended to be destroyed. As we
\nhave earlier pointed out from State of Punjab v. Mohar Singh
\n(1), the contrary intention in the repealing Act must show
\nthat the rights under the old Act were intended to be
\ndestroyed in order to prevent the application of s. 6 of
\nthe General Clauses Act. But it is said that s. 24 of the
\nGeneral Clauses Act puts an end to the notification giving
\npower to the District Judge, Poona to hear the application
\nunder s. 153-C of the Act of 1913 as that notification is
\ninconsistent with s. 10 of the Act of 1956 and the District
\nJudge cannot, therefore, continue to deal with the applica-
\ntion. Section 24 does not however purport to put an end to
\nany notification. It is not intended to terminate any
\nnotification; all it does is to continue a notification in
\nforce in the stated circumstances after the Act under which
\nit was issued, is repealed. Section 24 therefore does not
\ncancel the notification empowering the District Judge of
\nPoona to exercise jurisdiction under the Act of l9l3. It
\nseems to us that since under s. 6 of the General Clauses Act
\nthe proceeding in respect of the application under s. 153-C
\n(1) [1955] I S.C.R. 893
\n91
\nof the Act of 1913 may be continued after the repeal of that
\nAct, it follows that the District Judge of Poona continues
\nto have jurisdiction to entertain it. If it were not so,
\nthen s. 6 would become infructuous.
\nFor these reasons we think that the appeal must fail and it
\nis therefore dismissed with costs.
\nAppeal dismissed.<\/em><\/p>\n","protected":false},"excerpt":{"rendered":"