JAI NARAIN PARASURAMPURIA Vs. PUSHPA DEVI SARAF

JUDGEMENT

(1.) Kanpur is a metropolitan town. The respondents herein were owners of a house property bearing municipal number 7/169, on a freehold plot bearing No. 22, measuring 2978 sq. yards, situate in Block B, Scheme No.7, Gutaiyya, Swaroop Nagar in the said town ('the property' for short). The 1st respondent-Pushpa Devi Saraf and the 2nd respondent-Mohan Lal Saraf intended to promote a company in the name of the 5th respondent-M/s. Kanpur Exports (P) Ltd. ('the Company' for short). They filed an application therefor as promoters of the Company on 15.02.1979. They acquired the property in their capacity of promoters or Directors of the proposed company from one Shanti Narain Verma by a registered Deed of Sale dated 24.02.1979 at a price of Rs.2 lakhs. The said Deed of Sale contained a clause of re-conveyance of 'the property'.

(2.) The Company was incorporated on 19.06.1979. The amount of consideration paid to said Shanti Narain Verma was repaid by the Company by two cheques of Rs. 1,11,250.00 each to Mohan Lal Saraf and Pushpa Devi Saraf (hereinafter referred to as "Sarafs"). The first balance sheet of the Company was signed by the 2nd respondent herein on 30.06.1980, wherein also 'the property' was shown to be that of the company. With a view to do away with the said clause of re-conveyance, a suit was filed by the Company against the said Shanti Narain Verma. The said suit was decreed. The First Directors' Report dated 15.11.1980 and the balance sheet of the Company for the year ending 30.06.1981, signed by the 2nd respondent herein also disclosed the property to be that of the Company. Directors of the Company, viz., 'Sarafs' resolved to sell the property in favour of the appellants herein. A resolution to let out the property in favour of one Manoj Kumar Poddar was also adopted by it. A General Power of Attorney was also executed by the Company in favour of one M.M. Aggarwal who had specially been invited to attend the said meeting. Pursuant to or in furtherance of the said resolution, an agreement of sale of the said property was executed by Sarafs as Directors of the Company, wherefor the total consideration was fixed at Rs. 11 lakhs. Out of the said amount, a sum of Rs. 10 lakhs was paid in advance through Bankers' Cheques and Cash Orders dated 11.06.1984 and 12.06.1984. The remaining amount of Rupees One lakh was to be paid at the time of execution and registration of the Deed of Sale.

(3.) A registered Deed of Lease pursuant to the said resolution was also executed and registered in favour of said Shri M.K. Poddar, the sister's son of the appellant, on the same day. There exists a dispute, to which we would advert to at an appropriate stage, as to whether the possession of the property had been handed over to Shri M.K. Poddar or not.