The central legal point established in the judgment is the obligation of the Company to register the transfer of shares under Section 155 of the Indian Companies Act, and the consequences of failing to comply with orders from the Central Government.

Headnote:
Section 155 - Transfer of Shares - The court directed the opponent Company to register the transfer of shares in favor of the petitioners under Section 155 of the Indian Companies Act, 1956.
Fact of the Case:

The petitioners sought a summary order directing the opponent Company to register the transfer of shares in their favor under Section 155 of the Indian Companies Act, 1956. The transfers were initially refused by the Company, and despite an order from the Central Government, the shares were not transferred, leading the petitioners to move the Court.
Finding of the Court:

The Court found in favor of the petitioners, directing the opponent Company to register the transfer of shares in their favor.
Issues: The refusal of the Company to register the transfer of shares, the subsequent order from the Central Government, and the failure of the Company to effect the registration were the key issues in the case.
Ratio Decidendi: The Court relied on Section 155 of the Indian Companies Act, which provides for the transfer of shares, and the failure of the Company to comply with the order from the Central Government as grounds for its decision.
Final Decision: The Court directed the opponent Company to register the transfer of shares in favor of the petitioners under Section 155 of the Indian Companies Act, 1956.

ORDER

1. These are petitions at the instance of two persons, Sadashiv Shankar Dandige and Chintaman Jagannath Kathikar, praying for a summary order directing the opponent Company to register the transfer of shares of the Company in their favour under Section 155 of the Indian Companies Act, 1956 (1 of 1956).

2. The Gandhi Sewa Samaj, Limited, is a public limited company. They have an authorized capital of 10000 shares of Rs. 10/- each, of which 1304 shares have been subscribed. By two deeds of transfer, two shareholders of the Company, namely, Mr. M.P. Jog and Mr. K.B. Tandaiyya, transferred their hundred shares each, respectively to the petitioner S. S. Dandige on 24-5-56 and to the petitioner C.J. Kathikar on 13-6-1956. Both the transfers were refused by the Company who, in the first instance merely informed the petitioners that they declined to register the transfer of the shares in their names. No reasons were assigned.

3. Both the petitioners then moved the Central Government in appeal under Section 111 of the Indian Companies Act and by an order passed on 13-11-56 the Central Government ordered the respondent Company to effect registration in their book of the 100 shares transferred to each of the petitioners. Nevertheless it appears the shares were not transferred and ultimately the petitioners have had to move this Court under Section 155 of the Indian Companies Act.

4. The petitioners have also alleged that after the order of the Central Government dated 13-11-58, they forwarded the share scrips with the transfer deeds and the tr

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Judicial Analysis

1957 Supreme(Bom) 103

IN THE HIGH COURT OF BOMBAYKotval S.P. , J.Appellants: Sadashiv Shankar DandigeVersusRespondent: The Gandhi Sewa Samaj Ltd. and Anr.Civil Appln. Nos. 353 and 354 of 1957Decided On: 07.09.1957Counsels: For Appellant/Petitioner/Plaintiff: A.S. Bobde, Adv.For Respondents/Defendant: S.W. Dhabe. Adv.

The central legal point established in the judgment is the obligation of the Company to register the transfer of shares under Section 155 of the Indian Companies Act, and the consequences of failing to comply with orders from the Central Government.

Judicial Analysis