V.V. VAZE, J.:---Summer of 42. The city of Bombay was slowly recovering from the erosion of war economy. Serpentine queues for essential commodities were seen every where The mighty arch of yellow basalt hautily thrusting its frame above the promontory lapped by the waters of Bay of Bombay had witnessed the entry of many an Englishman-administrators, Governors-General, dashing blades or humble quill drivers-coming to India to keep Pax Britannica. That very arch was soon to serve as their exist.

DSS Incorporated

2. A group of seven businessmen drawn from various fields like pharmaceuticals, textiles, tea, banking and insurance got together and surveyed the Indian economic scene. They had a vision of a possible co-operation of Indian and foreign entrepreneurs in the field of supply of essential commodities for civilian consumption-something which was very much relegated to the background by the more pressing need to keep the sinews of war flowing. They envisaged a free-flow of goods and merchandise once the sea routes became open; took note of the fact that manufacturers in western countries had at their disposal large departmental chain stores to handle goods direct from the factory to the consumer and managed country-wide distribution system. This group regretted the absence of a similar large-scale departmental store in India and decided to remedy the defect and build up a co-ordinated contract between the producer and consumer. With this object in view, the group incorporated a company "Departmental Service Stores Limited." ("DSS").

3. The Company could not function in view of the prohibition regarding the issue of shares under Rule 94-A of the Defence of Indian Rules, without the sanction of the Examiner of Capital issues. This sanction was granted on 15th November, 1983 authorising the company to raise capital of the value of Rs. 1,62,000/- under certain conditions. The hurdle of the Defence of India Rule was crossed and capital was raised. Having realised the capital by allotting shares to those who had applied before 17th May, 1943, the company had money but no premises wherein to start the contemplated departmental stores. The Company was all dressed up but had nowhere to go. On 8th September, 1944 the company, acquired the house of Messrs. Dinshaw and Company. Colaba, Causeway, Bombay, from one Behram Rustom Irano, after paying Rs. 47,000/- out of which Rs. 4,000/- were towards the goodwill and the remainder towards the price of goods, electrical installations type writers etc. A store was started in the premises of Dinshaw and Co. for the 10 months ending 30th June, 1945, DSS made a modest profit of Rs. 6,405-2-11 Ps.

4. The Examiner of Capital Issues permitted the Company to issue further shares of capital of the value of Rs. 8,30,000/-. The signatories to the Memorandum and Articles of Association, the Directors, Managing Agents and their friends agreed to take a bulk of the new issue and remainder as offered for public subscription. Masers. Bagman Traders Ltd. of 41, Bruce Street, Fort, Bombay, were the Managing Agents of the company and Bagayatkar and Manjrekar of Bombay were ex officio Directors nominated by the Managing Agents. The prospectus issued by the company inviting subscription from the public, after taking a note of the possible increase in international trade on account of the opening of free sea routes, announced that the DSS will inaugurate a new era of "shop as you please" under one roof and thereby obviate the necessity of standing in long queues and hunting for different goods and shops situated in far-flung localities. The ambitious prospectus projected a picture of a store where a person can buy all his needs "from a pin to a piano" and that too with home delivery facilities. Twelve Departments were enumerated as being the ones which would be immediately opened in the stores and it was indicated that the DSS would further diversify their activities into thirty more Departments ranging from