A composite application under Sections 397 and 398 of the Companies Act is permissible and not prohibited by the Rules framed under the Act or by the Civil Procedure Code.

Patel, J.

1. This is an appeal under Clause 15 of the Letters patent against the judgment of Mr. Justice Tambe exercising company jurisdiction.

2. The appellant made an application under the Indian Companies Act, 1956 purporting to be one under Sections 397 and 398 of the Act against the company, known as the Nagpur Electric Light and Power Co., Ltd., of which he happens to be a share-holder. The first three respondents are its directors. According to the application made by him, he alleged that the affairs of the company were so managed as to be prejudicial to the company and also oppressive to the miniority share-holders. This application was filed on the 8th February 1960. On the 1st of April 1960, respondents Nos. 1 to 4 made an application that such a composite application cannot be made under the Companies Act. They also contended that separate court-fees would be necessary on such application or prayers and, thirdly, that they would be prejudicially affected at the trial because of these two causes Of action together in the same application. The respondents prayed that the petition should be dismissed because it contravened R. 88 framed under the Companies (Court) Rules, 1953 or, in the alternative, to grant three weeks time to them for filing a detailed reply to the allegations if the Court held otherwise. Mr. Justice Tambe took the view that separate applications would be necessary and, therefore, gave an opportunity to the applicant to file his petition for reliefs under either of the two sections and adjourned the matter for amendment of the petition within a fortnight from the date of his judgment, The applicant filed the Letters Patent Appeal.

3. Mr. Phadke has raised a preliminary objection that the appeal from an order like the present is incompetent tinder Clause 15 of the Letters Patent. According to him, it Is merely a processual order and not one which, in any manner, deals with the merits of the case between the parlies and, therefore, does not amount to a judgment Within the meaning of Clause 15. This Court has invariably accepted and applied the definition of "judgment" formulated in the Justices of the Peace for Calcutta v. Oriental Gas Co., 8 Beng LR 433 (PC), where Couch C. J. said;

"We think that "judgment" in Clause 15 means a decision which affects the merits of the question between the parties by determining some right or liability. It may be either final, or preliminary, or interlocutory, the difference between them being that a final judgment determines the whole cause or suit, and 3 preliminary or interlocutory judgment determines only a part of it, leaving other matters to be determined."

The application of this rule is illustrated by Kally Soondery Dabia v. Hurrish Chunder, ILR G Cal 594, where the Court held an appeal lay from an order made by a Single Judge of the Court under Order 45, Rule 15, C. P. C. refusing to transmit for execution an order of His Maiesty in Council. Though an order may appear to be processual it may end the case partly or wholly though no decision or merits is given in which case an appeal ought to lie.

4. In Manohar v. Baliram, 1953 Nag LJ 58 : (AIR 1952 Nag 357), a Full Bench decision of the Nagpur High Court, Justice Hidayatullah C. J. said:

"A judgment means a decision in an action whether final, preliminary or interlocutory which decides either wholly or partially, but conclusively in so far as the Court is concerned, the controversy which is the subject of the action. It doss not include a decision which is on a matter of procedure, nor one which is ancillary to the action even though it may either imperil the ultimate decision or tend to make it effective. The decision need not be immediately executable per se but if left untouched, must result inevitably without anything further, save the determination of consequential details, in a decree or decretal orders that is to say, an executive document directing something to be done or not to be done in relation to