IN THE HIGH COURT OF PUNJAB AND HARYANA AT CHANDIGARH Civil Revision No.4349 of 2011 (O&M) Date of decision: 10th August, 2011 Euro Scaff (India) Limited … Petitioner Versus Swaranjit Singh … Respondent CORAM: HON’BLE MR. JUSTICE KANWALJIT SINGH AHLUWALIA Present: Mr. Rohit Khanna, Advocate for the petitioner. KANWALJIT SINGH AHLUWALIA, J. (ORAL) Civil Misc. No.19048-CII of 2011 Application is allowed and exemption is granted from filing certified copies of documents (Annexure A-1 and A-2). Civil Misc. No.19049-CII of 2011 Application is allowed and the documents (Annexure A-1 and A-2) are taken on record. Civil Revision No.4349 of 2011 Respondent-Swaranjit Singh had instituted a suit for recovery of an amount, the details and description whereof were given in the head-note of the plaint. Upon notice, the defendants caused appearance and filed an application (Annexure P-3) praying that under Order 7 Rule 11 CPC, the plaint be rejected and the suit be dismissed. Civil Revision No.4349 of 2011 (O&M) According to Mr.Rohit Khanna, Advocate appearing on behalf of the petitioner-defendant, primary grievance of the petitioner- defendant was that a perusal of the suit does not disclose any cause of action in favour of the plaintiff and against all the defendants. Counsel has referred to the Memorandums of Understanding (Annexure A-1 and A-2) to state that the shareholding of the Company was transferred by the plaintiff in favour of defendant No.3 to the suit, therefore, the petitioner-Company could not be sued. After hearing counsel for the petitioner, this Court is of the opinion that whether any cause of action arose to the respondent- plaintiff or not, is a mixed question of fact and law. The respondent- plaintiff while leading his evidence, may supplement his pleadings by oral as well as documentary evidence and may also gain to his advantage from the cross-examination of the defendants’ witnesses. What material will come before the Court, at this stage cannot be foreseen. So far as the other argument raised before this Court that in view of Section 293 of the Companies Act, 1949, institution of the suit is barred, is concerned, the trial Court has already held that the answer to this question will be dependent upon the fact whether the agreements were executed or not on behalf of the Company or by the Director in his individual capacity or by a shareholder of the Company to transfer his shares in favour of another person for selling the shareholding. During the course of trial, the nature of agreements will be determined and thereafter, applicability of this Section will be considered by the Court. Suffice it to say, in the plaint sufficient foundation has been laid for trial of the suit. Hence, the well reasoned order passed by the Court below calls for no interference. Present petition is accordingly dismissed. 2 Civil Revision No.4349 of 2011 (O&M) However, the petitioner-defendant will be at liberty to raise all arguments available to him under law before the trial Court at an appropriate stage in support of the contentions advanced before me. [KANWALJIT SINGH AHLUWALIA] JUDGE August 10, 2011 rps 3