SOUTH INDIAN EXPORT CO Vs. ASUBBA NAIDU

JUDGEMENT

(1.) This is a suit by the South Indian Export to for specific performance of an agreement entered into on the 17 February 1906 with the defendants and for an injunction restraining the defendants from committing a breach of the plaint agreement and for damages.

(2.) It is obviously contended that the agreement is one which is capable of specific performance and the plaintiffs have stated through their counsel that if an injunction is granted against the defendants, they do not press their case for damages. It has been agreed by both sides that the question of damages should stand over pending the decision as to whether an injunction should be granted.

(3.) In the first place, I may say a word about this agreement in general. The defendants are the owners of valuable mica mines in the Nellore District and it has been stated in evidence that they have had some difficulty in working these mines, which are undoubtedly very valuable and in fact their arrangements for financing these mines have during the past few years--many years I may say--formed the subject of frequent litigation in this Court. The present agreement was entered into with a view, it recites, to the liquidation of the defendants debts specified in the second schedule and also with a view to enabling the defendants to retain the management of" their business in mica mining in their own hands. And the scheme of the arrangement appears to have been first of all--most important of all:--that the agreement was to be a 5 years one and the plaintiffs were to give the defendants a standing advance of Rs. 55,000 for that period. Then the plaintiffs were to appoint a manager to assist the defendants in the management of their business, I suppose, because the defendants were not considered to be very successful business people. And the plaintiffs were also to assist them with their advice in the conduct of their business and especially, as appears from Clause 9, in the matter of sales. The sales were not left in the entirety to the plaintiffs, but were to be made in a sort of way jointly, by the plaintiffs and defendants that is to say, whoever, the plaintiffs or the defendants, got the best offer for sale, that sale was to take place, and the plaintiffs were entitled for their services and as regards the advice including this matter of arranging the sales to a commission of 5 per cent. And though it is not so expressly stated, I think that this stipulation must be considered in connection with the whole agreement and also as part of the consideration for the undertaking by the plaintiffs to give the defendants a standing advance of Rs. 55,000, for 5 years.