GREATWALL VANIJYA LTD. Vs. BENGAL WATERPROOF LTD.

JUDGEMENT

(1.) The Court: 1. All the interlocutory applications filed by the respective parties in C.S. 76 of 2011 and C.S. 156 of 2011 were listed together and decided to be taken up analogously. C.S. 76 of 2011 is filed by Greatwall Vanijya Ltd. (GVL) for a decree for perpetual injunction restraining the defendants thereunder from revoking, canceling or terminating the registered user agreement dated February 25th, 2008 as modified by the agreement dated February 26th, 2010 and a letter of undertaking dated February 26th, 2010 issued by Bengal Waterproof Ltd. (BWC), the defendant no. 1 therein and mandatory injunction directing all the defendants therein to execute supplementary agreement to registered user agreement incorporating three clauses as agreed in a letter of undertaking dated February 26th, 2010 and other consequential reliefs in the form of specific performance of an agreement dated February 25th, 2010.

(2.) C.S. 156 of 2011 is filed by BWC along with two persons claiming to be controlling, administering and managing the affairs of the BWL for declaration that the board meetings held on 24th May, 2011 and 4th June, 2011 by Bihar Rubber Company Ltd. (BRC), the defendant no. 1 therein are illegal, null and void. A further declaration was sought that all forms and returns pertaining to BRC and notice dated 17th June, 2011 be declared void, delivered up and cancelled. The consequential relief in the form of an injunction is further sought restraining the defendants therein from giving effect or further effect to any resolution that may be taken or passed at the board meeting of BRC held on 24th May, 2011 and 4th June, 2011 and also restraining the defendants from proceeding on the basis of the letter dated 17th June, 2011 by which the extraordinary meeting was called on 12th July, 2011. Another declaration is sought relating to the panel clauses appearing in Memorandum of Understanding dated February 26th, 2010 to be illegal, null and void.

(3.) The undisputed facts appearing from the averments made in both the plaints are adumbrated herein below--