There are in the main two interesting questions of company law involved in this case : (1) whether the suit out of which this second appeal arises in maintainable; and (2) whether a resolution of the shareholders of a company known as Vel Brothers Ltd. (hereinafter to be referred to as the company) of the 3rd November, 1948, removing the plaintiff from its managing directorship, and appointing the first defendant as managing director instead, is invalid or illegal. The facts which require to be stated for appreciating the point arising for decision are these. The first and the second defendants called upon the managing director, the plaintiff, by letter dated 28th September, 1948, to convene a meeting for electing a new managing director in place of the plaintiff. The reply of 27th October, 1948, that was given to it by the plaintiff was that since the general meeting was anyhow going to be held on 30th December, 1948, the matter might be considered at that juncture. Finding that the plaintiff did not take action on their letter within 21 days the requisitionists sent noticed to all the members of a meeting proposed to be held on 3rd November 1948, at the registered off