This proceeding is sought to be filed under sections 3 and 4 of the Contempt of Courts Act against the respondents on record, of whom the first respondent is Sri Ambal Mills (Private), Ltd., a Company in Coimbatore, the second respondent is the Managing Director of the Company, the third respondent is another Director, and the eleventh respondent is an Advocate who is the legal adviser of the Company. The facts essential for an appreciation of the scope of this proceeding are simple, and, for the most part, not in controversy. It appears that the petitioner, who is a shareholder in this Company, holding 2,001 shares, instituted O.S. No. 1441 of 1964 in the Court of the District Munsif, Coimbatore, against respondents 1 and 2 for a permanent injunction restraining them from convening or conducting an extraordinary general meeting which was to be held on 14th December, 1964 in pursuance of a notice issued by the second respondent. Along with the plaint, the petitioner filed I.A. No. 1840 of 1964 for an interim injunction pending disposal of the suit, restraining respondents 1 and 2. The learned District Munsif, Coimbatore, made an order in open Court for an interim injunction and notice returnable on 16th January, 1965.

At 4 P.M. on that date (11th December, 1964), the nth respondent, viz., the Advocate and legal adviser of this Company, appeared in Court, presented a vakalat and also an unnumbered application, requesting the Court to advance the hearing of the application in which interim injunction had been directed to the 14th instant.

It appears from the record that the extraordinary general meeting, the holding of which was inhibited by the interim injunction, had been convened for 9-30 a.m. on 14th December, 1964. The Court had issued two telegrams on nth December 1964 to respondents 1 and 2, informing them of the prohibitory orders. It is stated that learned Counsel for the petitioner also sent similar telegrams. The petitioner himself went to the notified place of meeting at 9-30 a.m. on 14th December, 1964. He found several shareholders and Directors present, including respondents 3 to 6. Respondents 7 to 10 were also alleged to have been present. The third respondent (Sri V. Ayyaswamy Naidu, Director) occupied the chair, and the nth respondent, the legal adviser, was by his side. The petitioner then informed those present of the ex parte interim injunction directed by the orders of Court, and pointed out that holding and passing the contemplated resolution would amount to flouting the orders of Court, and to contempt of Court. In spite of this apparently due to an earlier written legal opinion furnished by the 11th respondent concerning the validity and legal effect of the interim orders of injunction, the meeting was actually held, and the resolution passed. On these facts, and on the further fact that the petitioner himself entered his objections in writing in the Minutes Book on the occasion of the meeting, the petitioner claims that all the respondents have been guilty of Contempt of Court, since they deliberately flouted the orders of Court, being very well aware of the facts of the prohibitory orders, that they should be suitably punished for their contumacy, and that the resolution passed at the extraordinary general meeting held on 14th December, 1964 has to be set aside as void. These facts are adequate for a disposal of the proceedings, as far as the merits are concerned. We shall very briefly refer to the counter-affidavits of certain of the respondents. As far as the first respondent (Sri Ambal Mills (P.), Ltd.) is concerned, the statement is that, in view of the furnished legal opinion that the orders of Court were null and void, the meeting already convened was held in spite of the orders. In the counter-affidavits of respondents 2 and 3, there are further particulars. The second respondent did not attend the meeting, and he disclaims the averments that he deliberately permitted the