( 1 ) THESE two connected Special Appeals are directed against one common judgment of the learned Company Judge by which he dismissed two petitions lor winding up of the same company presented by the same petitioners. The first petition was presented on the 22nd of february, 1950 on behalf of two persons appearing as petitioners. The first petitioner was Mohan lal in his personal capacity. The second petitioner was Seth Mohan Lal and Co. , which was a trade name under which Mohan lal was himself carrying on the business, he being the sole proprietor of this firm. The first petition, which was registered as case No. 12 of 1950, was based on certain grounds, which according to the petitioners had come into existence by the 22nd of February, 1950. Subsequently, the petitioners made an application for amendment of this petition. The amendments sought not only included facts relating to incidents before the 22nd of february, 1930 but also certain facts which came into existence after that date, on the basis of which the petitioners wanted to add new grounds for seeking the winding up order. The amendment application was allowed only to the extent that it related to incidents before the 22nd of February, 1950 the rest of the amendment application for adding grounds which had come into existence after that date was rejected. In pursuance of this rejection, the petitioners moved the second petition on the 23rd of February, 1951 and based their request for winding up order on the ground which had come into existence subsequent to the 22nd of February, 1950. Since the two petitions were filed by the same petitioners and were directed against the same company, the learned Company Judge recorded evidence in only one proceeding and decided both the petitions on the basis of that evidence by one single judgment. In the circumstances it is convenient for us also to deal both the appeals in this one single judgment.

( 2 ) THE company, which the petitioners desired should be wound up, is known as the Grain chamber Limited Muzaifarnagar. The company was formed in the year 1931 with its share capital of Rs. l,00,000/- divided into one thousand snares of Rs. 100/- each. The actual paid up capital of the company is Rs. 97,845 / - representing the call money on 985 shares which were subscribed. The objects of the company, as set forth in the Memorandum of Association, are twenty in number which need not all be reproduced. The relevant objects to which reference would be necessary in the course of the Judgment, are as follows:-

(a) To promote and protect the Trade, Commerce and Manufactures of India, and in particular the trade, Commerce and Manufactures of Grain, Cotton, Sugar, Jagree and Pulses; (b) To establish just and equitable principles in trade and to form a Code or Codes of practice, to simplify and facilitate transaction of business and keep the accounts between merchants dealing in grain, cotton seed etc. , and of persons entering into those transactions with them; (c) To do Banking and money lending business; (d) To do all such other things as may be conducive to the extension of trade, commerce, or manufactures, or incidental to the attainment of the above objects or any of them; and (e) To deal in ready stock of grain and in khattis or other quantities and to carry on the business of forward sale or purchase of grain or other yege-tyblo products.

About the years 1949 and 1950, when the events. giving rise to the dispute which led to these winding up petitions took place, the company was carrying on the business solely in future transactions relating to Gur and silver. The rules, under which these future transactions were going on, were not filed before the learned single Judge, though it appears from some documents on record that there was a set of general rules which governed all such transactions. In the circumstances, the learned single Judge obtained an agreed statement from the parties giving the modus operandi of t