Ceylon Textiles Ltd. V. Chittampalam Gardiner

1952 Present : Pulle J. and L. M. D. de Silva J.

CEYLON TEXTILES LTD. et al, Appellants, and CHITTAMPALAM
GARDINER et al, Respondents

S. C. 504-D. C. Colombo, 365/S

Companies Ordinance, No. 51 of 1938-Section 162 (6)-Public Company-Winding up by Court-Deadlock-Perverse use of voting power-" Just and equitable cause "-Scope of functions of Court.

Where an application to Court was made under section 162 (6) of the Companies Ordinance for the winding up of a public company on the ground of a deadlock in the management and conduct of the company's affairs owing to disputes between the directors and the agents and secretaries of the company and between the directors inter se-

Held, that the constitution of a public company generally made it possible for disputes to be resolved in a domestic forum or at the worst in a court of law. Only if it was impossible to arrive at a solution by such means would a Court pronounce a winding up order. The embarrassment caused by conflicts between directors and the possible delays inevitable in litigation in achieving their resolution do not necessarily lead to the conclusion that a

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