JUDGMENT W. Broome, J. - This is an application under section 17 (1) (d) of the Companies. Act of 1956 asking for confirmation of an alteration in the memorandum of association of the Link Electro-Mechanical Works (Private), Limited, Sahibabad, in accordance with a special resolution passed at an extraordinary general meeting of members of the Company held on 2nd January, 1963. The changes proposed are, firstly an amendment of the objects clause in the memorandum of association, so as to permit the Company to manufacture electrical and mechanical goods, and secondly a change in the situation of the registered office of the Company from Sahibabad, (U.P.) to Delhi. 2. The Registrar of Companies opposes the application on the ground that the Company had ceased to manufacture sewing machines (its main object) and at present has no existing legitimate business with which the proposed new business of manufacturing electrical and mechanical goods might be combined. 3. It is admitted that the manufacture of sewing machines was discontinued after the year 1960, and that since then the only business carried on by Company has been the manufacture of hinges. The question is whether this latter business can be said to fall within the objects of the Company, as set forth in its memorandum of association, so as to constitute a valid existing business with which the new proposed business could be combined. The first two of the clauses in the memorandum of association setting forth the objects of the Company run as follows : "(1) To carry on the manufacture of sewing machines of all kinds and of varying patterns, designs and sizes and of all articles, parts, tools and things used in the manufacture, maintenance and working thereof and for that purpose to set up a manufacturing undertaking in Sahibabad in the District of Meerut, (U.P.). (2) To carry on the business of mechanical engineers, machanists, fitters, founders, tube-makers, metallurgists, galvanisers, enamellers, welders, painters, spray painters, electroplaters carpenters and packing case makers. 4. The contention of the applicant-Company is that the manufacture of hinges is covered by the second of these clauses, being part of the business of mechanical engineers. (2) To carry on the business of mechanical engineers, machanists, fitters, founders, tube-makers, metallurgists, galvanisers, enamellers, welders, painters, spray painters, electroplaters carpenters and packing case makers. 4. The contention of the applicant-Company is that the manufacture of hinges is covered by the second of these clauses, being part of the business of mechanical engineers. Learned Counsel appearing for the Registrar, on the other hand, argues that only the first clause can be treated as the principal or primary object of the Company, and that all succeeding clauses are merely to be read as conferring on the Company powers for carrying out that main object ; and this view receives strong support from the ruling given in Stephens v. Mysore Reefs (Kangundy) Mining Company, Ltd., L.R. (1902) 1 Ch.D. 745. That case related to a Company in which the first clause dealing with objects provided for the acquisition and taking over as a going concern a mining business known as the Mysore Reefs (Kangundy) Mining Company, Limited, while the second clause authorised the Company to acquire and work gold mines, mining and other rights, etc., in Mysore and elsewhere. Relying on the second clause, the directors wished to acquire a mining property in the Gold Cost (West Africa); but it was held that the principal and primary object for which the Company had been formed was to take over as a going concern the Mysore Reefs (Kangundy) Mining Company, Limited, and that the remaining clauses were to be construed merely as conferring powers for the carrying out of the main object and were not to be treated as creating separate objects distinct from the main one. Similarly, in the present case the first clause (quoted) above lays down the main object of the Company, i.e., the manufacture of sewing machines ; while the second clause, relating to the business of mechanical engineers should be construed merely as enabling the Company to do the work of mechanical engineers for the purposes of manufacturing sewing machines should not be interpreted as enabling the Company to undertake mechanical engineering work entirely unconnected with sewing machine manufacture. The business of manufacturing hinges that has been carried on by the Company since 1961 has nothing to do with the manufacture of sewing machines and therefore cannot he treated as a valid object covered by the clauses of the memorandum of association. The business of manufacturing hinges that has been carried on by the Company since 1961 has nothing to do with the manufacture of sewing machines and therefore cannot he treated as a valid object covered by the clauses of the memorandum of association. It follows therefore that ever since 1961 the Company has not been carrying on any valid business; and consequently there is nothing with which the proposed new business of manufacturing electrical and mechanical goods might be combined within the meaning of clause (d) of section 17 (1) of the Act. 5. The result is that I uphold the objection of the Registrar of Companies and decline to permit the applicant Company to amend the object clause of its memorandum of association in the manner suggested. 6. Nor do I see any advantage to be gained from permitting the Company to change the place of its registered office from U. P. to Delhi, as the whole jurisdiction for the proposed change lies in the facilities available in Delhi for running the Company for the proposed new object (the manufacture of electrical and mechanical goods). 7. The application is accordingly dismissed with costs.