1. The defendant is the appellant and the appeal arises out of a suit filed by the plaintiff for recovery of Rs. 10,631.52 and future interest thereon from the defendant on the ground of misappropriation.

2. The plaintiff is a public limited company registered under the Companies Act having its registered office at Trichur. The Managing Agents of the plaintiff from 1946 to 1st June 1960 was M/s Udaya Agencies (Private) Limited. Ext. D12 (a) is the managing agency agreement. The defendant who was the director-in-charge of Udaya Agencies was during the currency of Ext. D12 (a) an ex-officio director in the plaintiff-company.

3. There was an attempt to wind up the plaintiff-company in Company Petition No. 7 of 1960 on the file of this Court. A receiver was appointed to manage the company on 6 31961 during the pendency of the winding up petition. The winding up petition was dismissed on 1011961 and the Board of Directors of the plaintiff-company assumed charge of the administration of the company from the receiver on 6 3 1961. Ext. D3 resolution dated 14 81958 was passed in the general meeting of the plaintiff-company. The said resolution reads:

"Resolved that Sri. P. Raman Me