Kumaraswami Sastri, Offg. C.J.-

This is an appeal against the decree of the Subordinate Judge in a suit for dissolution of partnership and the taking of partnership accounts. The plaint states that the partnership was formed between four firms which were unregistered. They were four unregistered firms which according to the plaint entered into one partnership in respect of certain bales of yarn. It is alleged that business was carried on and profits accrued and the prayer is that an account be taken of the profits due to the plaintiffs and given to them.

When the appeal was taken up it was found that the total number of persons constituting the four firms which entered into this partnership to deal as a combined concern with these goods consisted of 22 persons and the question arose as to how far on the plaint such a partnership would be legal having regard to S. 4, Cl. (2), Companies Act, which states that:

"No Company, Association or Partnership consisting of more than twenty persons shall be formed for the purpose of carrying on any other business that has for its object the acquisition of gain by the Company, Association or Partnership or by the individual members thereof, unless it is registered as a Company under this Act, or is formed in pursuance of some other Act, or of Letters Patent."

Clause (1), S. 4, deals with an association carried on for the purpose of banking and Cl. (2) refers to other business carried on. There can be little doubt on reading the plaint that the various persons mentioned in it who amount to more than 22 in number entered into the contract for the purchase of 2,000 bales with certain definite shares, that business did go on and that profits accrued as to which an account and division is sought. On the face of the plaint we find that 22 persons have combined to carry on the business mentioned in the plaint and to share in the profits. The first and main contention of the learned Advocate-General is that there was no business within the meaning of S. 4 so as to make the association illegal; and secondly, that even though four private firms joined together to carry on business and even though each of those firms might consist of a number of persons, we should not for the purposes of S. 4 take into account the total number of persons but only the number of firms which joined together to carry on the venture.

As regards the first contention that there is no business carried on within the meaning of S. 4 reference has been made to Smith v. Anderson, [1881] 15 Ch D 247=50 LJ Ch 39=28 WR 21=43 LT 329 and Kirkwood v. Gadd, [1910] AC 422=79 LJ KB 815=26 TLR 530=54 SJ 599=102 LT 753 at 431. In order to determine whether what is carried on is a business or not one has to see what are the allegations in the plaint as to what the parties did. No doubt a single venture where a single article or a number of articles on a single contract are purchased and sold may not amount to a business. But on the allegations in the plaint although a number of bales were purchased at one time, sales were to go on, profits were to be realized and those profits were to be divided. Reading the plaint as a whole it seems to us that this is not a single venture which would take it out of the definition of S.4.

The next point taken is that we must for purposes of S. 4 treat each of the partnerships, although they were not registered, as a single legal entity. Reliance is placed on S. 3, Cl. 39, General Clauses Act, which runs as follows:

“'Person' shall include any company or association or body of individuals whether incorporated or not."

But S. 3, General Clauses Act, begins by saying that the definition shall apply unless there is anything repugnant in the subject or context of the Act. We think that under S. 4, Companies Act what we have to see is whether, where an association or partnership is formed for purposes of carrying on a business, each of the members will be liable individually upon contracts made and whether each would hav