1. This suit has been filed by the plaintiff seeking a direction to the defendants to pay to the plaintiff a sum of Rs.10,66,000/-and interest thereon at 24 per cent per annum from the date of plaint till the date of realization and for costs.

2. The case of the plaintiff as narrated in the plaint is as follows:-

(a) The first defendant is carrying on business in three places. During September-1993, both the defendants approached the plaintiff and stated that the first defendant wanted finance from the second defendant and for that purpose, requested the plaintiff to give the security of 65 share certificates of various companies along with the blank transfer forms duly signed standing in the name of the plaintiff and his wife. The plaintiff believed the defendants and handed over to the defendants 65 share certificates signed in blank transfer forms of 44 Companies. It transpires that the first defendant handed over all these share certificates with blank transfer forms to the second defendant and raised a loan from the second defendant on the security of the said share certificates and blank transfer forms. The second defendant was clearly informed that without the prior written consent of the plaintiff, he has no right whatsoever to transfer any of the shares either in the name of the second defendant or to any third party.

(b) The first defendant could not repay the loan received by him to the second defendant. The first defendant wrote to the plaintiff a letter dated 26. 1994 at Madras, wherein he admitted that on 18th September, 1993, 65 share certificates of various Companies with blank transfer forms duly signed were received and handed over to the second defendant for raising finance from the second defendant for the business of the first defendant. He also admitted that both the defendants assured the plaintiff that the shares would not be sold and that the share certificates would be returned to the plaintiff in tact within one month. The first defendant in his letter stated that due to certain problems, he could not honour his commitment and could not repay the principal loan of Rs.3 lakhs to the second defendant though he was regularly paying interest to the second defendant. In the said letter dated 26. 1994, the first defendant undertook that the shares would not be sold without the prior written permission of the plaintiff and he undertook to bear all the losses, expenses and costs which the plaintiff may suffer. The said letter was personally handed over by the first defendant to the plaintiff at Madras. The first defendant in the said letter further assured the plaintiff that it will be his endeavour to settle the entire amount before 15th July, 1994 and in any case, he did not envisage any difficulty in settling the entire transaction on or before 24.09.1994, failing which, he admitted that a legal action can be taken against him. A copy of the said letter was also marked by the first defendant to the second defendant. With that letter at Madras on 26. 1994 the first defendant also executed and handed over to the plaintiff a promissory note promising to pay to the plaintiff at Madras a sum of Rs.7,16,000/-towards the value received carrying interest at 24 per cent per annum repayable on or before 25.09.1994. The said promissory note / receipt was executed by the first defendant in favour of the plaintiff for the value of share certificates, namely Rs.7,16,000/- and he promised to pay the said sum with interest at 24 per cent per annum.

(c) On 09.07.1994 the plaintiff wrote a letter to the second defendant reminding the second defendant about the understanding on which during September-1993, the share certificates and the blank transfer forms duly signed were handed over to him. The second defendant was cautioned that any attempt on his part to sell the shares in the market would entail legal complications. The second defendant received the letter on 12.07.1994 but failed to reply.

(d) The plaintiff