A shareholder has no locus standi to apply for setting aside sale under Order 21, Rule 90 of the Code of Civil Procedure.

( 1 ) THIS appeal is directed against an order, dismissing an application under Order 21, Rule 90 of the Code of Civil Procedure, on the ground that applicant had no locus standi or right to apply for having the sale set aside.

( 2 ) IT appears that the respondent Charu Chandra Pal, obtained a money decree against the principal debtor Burdwan Fisheries and Industries Ltd. , and the guarantor one Somen Roy, the Managing Director of the principal debtor Company.

( 3 ) THE decree was put to execution in money-execution case No. 18 of 1955

( 4 ) ON 20th December, 1955, sale proclamation was ordered to issue, fixing 15th February, 1955 for Sale.

( 5 ) ON 15th February, 1955, an application described as, "petition on behalf of the judgment-debtor", was filed praying for adjournment of the auction-sale, on the plea, that given one month's time the decree-holder would be paid up. On that application, the auction-sale was adjourned till 14th March, 1956. No payment towards satisfaction of the decree was, however, made. Thereafter, on 14th March, 1956, 3rd April, 1956 and 30th April, 1956, similar applications were filed, on behalf of the judgment-debtor, each time waiving service of fresh sale proclamation and the auction-sale was adjourned from time to lime, till 21st May, 1956.

( 6 ) THE repeated adjournments were taken with the apparent object of paying up the decree-holder. No payment, however, was made.

( 7 ) THE auction sale, was, at last, held on 21st May, 1956, and the decree-holder, who had been permitted to bid at the sale, purchased the auction-sold property at the highest bid, namely, RS. 6,000/ -.

( 8 ) ON 21st June, 1956, the appellant Basanta Kumar Roy, describing himself as a share-holder of the principal judgment-debtor Company, filed an application under Order 21, Rule 90 o the Code of Civil Procedure, praying that the sale be set aside. The application was registered as Misc. Case 19 of 1956.

( 9 ) THE case made by Basanta Kumar Roy was that his valuable properties had been purchased by the decree-holder, "secretly and fraudulently and in an illegal and irregular way by causing a show of auction-sale". His further case was that the attachment has not been properly made and the sale proclamation not properly published and served. He also pleaded that the decree-holder exerted influence over the guarantor judgment-debtor (the Managing Director of the principal-debtor Company) and thus obtained an ex parte decree. Without the knowledge of the petitioner, the decree-holder carried on fraudulent execution of the decree and purchased highly valuable property of the petitioner at a nominal price.

( 10 ) THE petition was contested by the decree-holder auction-purchaser. His objections, on merits, do not concern us, because the application was not heard on merits. The case was decided on a preliminary objection raised by the decree-holder auction-purchaser to the effect that the applicant, being merely a share-holder of the principal judgment-debtor company, had no locus standi to the the application for setting aside the sale.

( 11 ) THE trial Court gave effect to the preliminary objection, raised by the decree-holder auction-purchaser and dismissed the application. The trial Court relied on the decision of the Supreme Court in Charanjit Lal Chowdhuri v. Union of India, and also on a decision of Madras High Court reported in Vaidyanatha v. Indian Bank Ltd. , in support of the preliminary objection.

( 12 ) MR. Apurbadhan Mukherjee, learned Advocate for the appellant, contended before us that the language of Order 21, Rule 90 of the Code of Civil Procedure was wide enough to include the appellant, because he should be regarded as a person whose interest was affected by the sale. Elaborating the contention Mr. Mukherjee argued that as a share-holder, the appellant was interested in the preservation of the assets of the Company; if assets of the Company were allowed to be sold at an inadequate price