RAJENDRA KUMAR GUPTA Vs. SHIVRAJ GUPTA

JUDGEMENT

(1.) IN this appeal preferred by the appellants under Section 10 (1) of the Delhi High Court Act, 1966, the appellants impugned the validity of orders dated 11.03.2010 passed by the learned Single Judge in IA No. 168/2007. That was an application preferred by the respondent herein (plaintiffs in the suit, hereinafter referred to as 'the plaintiffs') under Order 6 Rule 17 for amendment of the plaint. By the aforesaid reasoned order dated 11.03.2010, the learned Single Judge has accepted the prayer made by the plaintiffs in the said application, which permitted the plaintiffs to amend the plaint as desired. The appellants herein are the defendants (hereinafter referred to as 'the defendants'). Their submission that the suit had become infructuous; the amendments pleaded and further relief sought based thereon furnished afresh cause of action, which could be agitated by filing fresh suit, has not been accepted by the learned Single Judge. Arguments in the appeal remain the same. Before we take note of the arguments in detail and put them in perspective, we deem it proper to narrate the background in which the occasion to file application for amendment arose.

(2.) THE plaintiff No. 1 and the defendant No. 1 are the brothers, both of whom are sons of Late Lala Hansraj Gupta. Plaintiff No. 2 is the son of plaintiff No. 1; defendant Nos. 2 & 3 are the sons of defendant No. 1 and Defendant No. 4 is a company incorporated under the Indian Companies Act (hereinafter referred to as 'the Act') known as M/s. Hansraj Gupta & Co. Private Limited. Without mentioning the present status of the plaintiffs and defendant Nos. 1 to 3 in defendant No. 4 Company as that is the subject matter of dispute, we may mention that both the plaintiffs and defendants 1 to 3 at one point of time were the Directors in the Company. They continued to be the share-holders of the said company as well. A meeting of the Board of Directors of the company was held on 06.01.2005. In fact, in the Annual General Meeting convened on 10.12.2003, plaintiff No. 2 and defendant No. 3 were appointed as Directors, plaintiff No. 1 was reappointed as Director, as defendant Nos. 1 and 2 were already the Directors as their terms as Directors had not come to an end by that date. In this manner, after the AGM held on 10.12.2003, the Board of Directors of the company consisted of plaintiffs as well as defendant No.1.

(3.) THE Suit was filed on 11.01.2005, i.e., within five days of holding the aforesaid meeting of the Board of Directors. This suit and IA came up for preliminary hearing on 14.01.2005. While issuing summons in the said suit in the application for injunction (IA No. 295/2005), the Court issued notice for 18.01.2005 and also passed the order "Status quo as of today be maintained by the parties till the next date of hearing". Counsel for the defendant No. 1 had appeared on that date and had accepted the summons on behalf of the defendant No. 1. and after 18.01.2005, the status quo order was extended from time to time by giving short dates and at the same time awaits the service of summons to defendant Nos. 2 to 4.