The period of notice for a general meeting of a company under Section 171 of the Companies Act, 1956, is calculated by excluding the day on which the notice is served and the day of the meeting.

( 1 ) THE only question that has come up for consideration before the Division Bench is : whether the day on which the notice of the general meeting of the company is served and the day on which the meeting is held are to be excluded, when calculating 21 days, the period of notice, prescribed under section 171 of the Companies Act, 1956, herein referred to as the 1956 Act . Section 171 (1) of the 1956 Act reads as. follows :-

"171 (1 ).-A general meeting of the company may be called by giving not less than 21 days notice in writing. "

( 2 ) MR. S. N. Chopra, the learned counsel for the defendant, contended that the phrase "not less than 21 days notice" has to be construed with reference to section 53 (2) of the 1956 Act, which prescribes the time when the service of the notice of a meeting shall be deemed to have been effected. The relevant portion of section 53 (2) of the Act reads as follows:

"53 (2 ).-WHERE a document is sent by post,- (a) service thereof shall be deemed to be effected by properly addressing, pre-paying and posting a letter containing the document. . . . . . ; and (b) such service shall be deemed to have been effected- (i) in the case of a notice of a meeting, at the expiration of forty-eight hours after the letter containing the same is posted, and (ii) in any other case, at the time at which the letter would be delivered in the ordinary course of post. "

( 3 ) ACCORDING to Mr. Chopra, 21 days of the notice, required under section 171, start running when the service of the notice of the meeting is effected. Under the Indian Companies Act, 1913, herein called the 1913 Act , the service was deemed to be effected, according to Regulation 112 (2) of Table A in the First Schedule to the said Act, at the time at which the letter would be delivered in the ordinary course of post. Section 53 of the new 1956 Act, has introduced a change, which according to him, lays emphasis on the exact hour at and not only the day on, which the service is deemed to be effected. This emphasis on the hour, Mr. Chopra urged, was to fix the point of time from which the twenty one days of the notice are to run. Each day of the notice is to be taken as a unit of twenty four hours, starting from the expiry of the forty eighth hour after the time it was posted. And the meeting held on the expiry of the last hour of such a twenty-first day of twentyfour hours, was a validly held meeting. Neither the day on which the notice is deemed to be served, nor the day on which the meeting is to be held, submitted Mr. Chopra would, therefore, be excluded. In support of his argument, Mr. Chopra relied on an English decision of the Court of Appeal in Comfoot v. Royal Exchange Assurance Corporation 1904 (1) KBD 40 (i ). That was a case on a policy of marin insurance on a ship. The insurance was expressed to be upon the ship "at and from Portland, Oregon, by any route to Aloga Bay and for 30 days in port after arrival, however, employed. " The expression "30 days" in the policy was held to mean thirty consecutive periods of 24 hours, the first of which began to run at 11. 30 a. m. on August 2, when the ship came into Bay and anchored. The insurance was held to have come to an end before the loss occurred at 4. 30 p. m. on September 1.

( 4 ) THE contention of Mr. Chopra cannot be accepted. His reference to the words "forty-eight hours" after the notice is posted, occurring in section 53 of the 1956 Act, as if indicating an emphasis on the word hour , has no justification. In the corresponding provision in the 1913 Act, the word employed was "time", at which the notice would be deemed to be delivered in the ordinary course of post. The use of the word hour in the new 1956 Act, does not, therefore, introduce a change of any significance- "the ordinary course of post", in a- vast country like ours, with many far flung and at places inaccessible distances, where the time taken for delivery of letters varied from place to place, introduce an