NIRMALJIT SINGH HOON Vs. STATE OF WEST BENGAL

JUDGEMENT

(1.) THESE two appeals, by Special Leave, arise out of two complaints, both of which were filed in respect of the same transaction and are therefore disposed of by a common judgment.

(2.) APPEAL No. 214 of 1968, is against the judgment of the High courtof Calcutta dismissing the complaint filed by the appellant on 5/01/1966, under S. 120-B, 406 and 420 of the Penal Code against Respondents 2 to 5, who are the directors and the secretary of M/s. Turner,Morrison and Co. Ltd. (hereinafter referred to as the company).

(3.) RESPONDENT 5, Haridas Mundra, owned the balance of 49% shares.In or about 1961, Hungerford agreed to sell and Mundra agreed to purchasethe said 51% shares. Mundra filed a suit being suit No. 600 of 1961, againstHungerford in the High court of Calcutta for specific performance of thesaid agreement. The High court decreed the suit directing Hungerford todeliver the said 2,295 shares against payment of Rs. 86 lakhs and odd andissued, until delivery of the said shares was made to Mundra, an injunctionrestraining Hungerford from exercising its rights as holders of those 51%shares. The curious result of the said injunction was that Mundra couldget control and management of the company with the 49% shares held byhim without having to pay the price of the said 51% shares, until Hungerford gave delivery of all those 2,295 shares, out of which, as aforesaid, 707shares were in the custody of the company. The problem for Hungerfordwas how to get back those 707 shares from the company so as to be able todeliver all those 2,295 shares and obtain payment against such delivery ofRs. 86 lakhs and odd from Mundra.