THE HONOURABLE SRI JUSTICE GODA RAGHURAM CRP NO.697 OF 2007 17-06-2010 Between: M/s.Merfin (India) Ltd., rep. By its Authorised Personal Nageswara Rao ..petitioner Vs. P.Surendra Kumar and others …Respondents. THE HONOURABLE SRI JUSTICE GODA RAGHURAM CRP NO.697 OF 2007 ORAL ORDER The revision petitioner filed O.S.66 of 2004 on the file of the Court of VIII Additional District Judge, (FTC), Vijayawada for recovery of money from the respondent Nos.2 and 3 herein under a business transaction, principally between the revision petitioner and the 2nd respondent herein. The 2nd respondent is a Share Brokers Company, registered under the Companies Act,1956 and arrayed as represented through its Chairman L.Nagabhushanam. During the pendency of the suit, the 1st respondent filed I.A.No.242 of 2006 to permit him to represent the D-1 Company in the suit as CMD of the said Company claiming that he was elected as CMD in a Directors meeting convened on 06-10-2003. The revision petitioner filed a counter-affidavit to I.A.No.242 of 2006 contending that the applicant in I.A had himself filed O.S No.950 of 2003 on the file of the Court of II Additional Senior Civil Judge, Vijayawada seeking a declaration that he and other directors were elected legally on 30-09-2003. The said suit is pending no decree was passed in favour of the applicant. In the counter-affidavit, it was further contended one share holder of the D-1 Company Chalasani Koti Ravi Kiran had filed O.S.No.827 of 2003 against the D-1 Company and its Chairman L.Nagabhushanam restraining them not to record the minutes of the Annual General Body Meeting (whereat the 1st respondent herein claimed to have been authorized for appointment as CMD) and obtained orders of injunction and therefore the 1st respondent herein cannot legitimately claim to be the Chairman and Managing Director of the Company. The Court below by the order impugned herein dated 22-01- 2007 allowed I.A.No.242 of 2007 recording the following::- “Heard both sides. Perused petition and the counter. No tenable objections raised in the counter. No prejudice will be caused to the respondent if petition is allowed. Hence petition is allowed.” Sri M.S.Ramachandra Rao, the learned counsel for the petitioner contends that his suit for recovery of money from D-1 Company cannot be the platform for deciding internecine managerial disputes between L.Nagabhushanam and the 1st respondent herein and that as the dominus litus he has the discretion to assess whether the D-1 Company which is the principal borrower should be represented by Sri L.Nagabhsuhanam or the 1st respondent herein. In any event, the company is arrayed as the 1st defendant in the suit and if there is any fatal infirmity in the plaintiff’s litigative strategy and in impleading the company through its Chairman L.Nagabhushanam, the consequences would be on plaintiff in the suit. In any event, resolution of the dispute as to whether Sri Nagbhushanam or Chalasani Koti Ravi Kiran is the Chairman of the D-1 Company cannot be the subject matter of O.S.66 of 2004. There is a considerable merit in the contentions of the revision petitioner. Whether the D-1 Company is properly represented by L.Nagabhushanam or Chalasani Koti Ravi Kiran cannot be determined in O.S.No.66 of 2004. It appears that a dispute is pending before the Company Law Board, Chennai vide C.P 56 of 2002 as to whether the D-1 Company in the suit is represented by L.Nagabhushanam or Chalasani Koti Ravi Kiran and the vitality of the 8th General Body Meeting of the Company dated 30-09-2003 is also the subject matter of the said Company petition. In the circumstances the dispute between the L.Nagabhushanam and Chalasani Koti Ravi Kiran cannot properly and effectively be resolved in O.S.66 of 2004. For the aforesaid reasons, the order dated 22- 01-2007 of the VIII Additional District Judge, (FTC), Vijayawada in I.A.242 of 2006 cannot be sustained as also for the reason that the order is cryptic and devoid of reasons and is accordingly quashed. I.A.No.242 of 2006 is dismissed. The Civil Revision Petition is allowed. No order as to costs. ________________ GODA RAGHURAM,J 17th JUNE 2010 TSNR