Judgment : Sen, J. : The appellants who are defendants in the suit filed by Mercantile Bank Ltd. against them along with Anand Iron and Steel Company, the other defendant being defendant No.5 in the suit, made an application under section 68(2) of the Transfer Property Act (hereinafter referred to as the Act) for stay of this suit. The said application came up for final disposal before Mrs. Padma Khastgir, J. The learned Judge for reasons recorded in the judgment delivered on 26.2.1979 dismissed the said application of the appellants. Aggrieved by the judgment and order of the learned Judge the appellants have preferred this appeal. Mercantile Bank Ltd. (hereinafter referred to as the Bank) and Anand Iron and Steel Co. (hereinafter referred to as the firm) are the respondents in the appeal. 2. After having preferred this appeal the appellants made an application for stay of the operation of the order passed by the learned Judge and also for stay of the suit and continuance or commencement of all proceedings thereunder including an application made by the Bank on the 23rd of October, 1978, now pending before the trial Court. At the time of the hearing of the application, the court felt that in the facts and circumstances of this case it would be convenient to dispose of the appeal itself along with the application in the larger interest of justice. The learned counsel for the parties were of the same opinion. For shortening the proceeding and for avoiding multiplicity of proceedings the court gave appropriate directions for the hearing of the appeal along with the application. This judgment disposes of the appeal and also the application. 3. The facts of the case have been fully set out in the judgment of the learned trial Judge. The facts material for the purpose of this appeal may, however, be briefly indicated. The appellant No.1 Manada Sundari Saha carried on and still carries on business inter alia as manufacturer of plywood machinery under the name and style of B. S. Engineering Corporation and the said appellant maintained account or accounts with the Bank. The facts material for the purpose of this appeal may, however, be briefly indicated. The appellant No.1 Manada Sundari Saha carried on and still carries on business inter alia as manufacturer of plywood machinery under the name and style of B. S. Engineering Corporation and the said appellant maintained account or accounts with the Bank. The said appellants had approached the Bank for over draft facilities and the Bank had agreed to allow overdraft facilities to the said appellant against hypothecation of all present and future stocks of finished and semifinished dryers, embossing machines, plywood machines, industrial machines and any other machines, work in progress and all other stores and raw materials, movable plants and machinery held by the said appellant and also alt present and future book debts, outstanding bills and money receivable by the said appellant together with the benefits of all rights thereto by way of first charges and security for payment to the Bank to demand of the balance and all other monies at any time owing to the Bank. A deed of hypothecation containing or evidencing the terms and conditions on the basis of which the Bank had agreed to allow the overdraft facilities was duly executed by the said appellant No.1. Manada Sundari Saha. The Limit of the overdraft facilities allowed by the Bank to the said appellant was initially Rs. 3,00,000/-. The said limit however, by agreement between the appellant Manada Sundari Saha and the Bank, was raised from time to time. It appears that the said limit was ultimately raised on the 8th of June 1977 to Rs. 20,00,000/-. It also appears that the said appellant had executed various documents including a number of deeds of hypothecation from time to time and also promissory note. The appellants Nos. 2, 3 and 4 are alleged to have guaranteed repayment of the sums due and payable by the appellant No. 1 in the overdraft account. The appellant No.1, it has been alleged in the plaint, has acknowledged the indetedness in the said account and the liability to pay the same from time to time. The appellants Nos. 2, 3 and 4 are alleged to have guaranteed repayment of the sums due and payable by the appellant No. 1 in the overdraft account. The appellant No.1, it has been alleged in the plaint, has acknowledged the indetedness in the said account and the liability to pay the same from time to time. In paragraph 23 of the plaint it has been alleged that the plaintiff Bank has some other claims in respect of two other accounts against 1st, 2nd, 3rd and 4th appellants and the appellants deposited deeds of certain immovable properties of the said appellants in the town of Calcutta by way of collateral and/or additional security and the properties are situate outside the jurisdiction of this Court and the plaintiff has some other cause or causes of action against the said defendants for which the plaintiff Bank has asked for leave under Order II Rule 2 of the Code of Civil Procedure to file such other suits against the defendants as and when the plaintiff Bank is so advised. The firm Anand Iron and Steel Co. which is the defendant No. 5 in the suit and is the second respondent in the appeal. has been impleaded as a party to the suit on the allegation that the Bank had come to learn that the said firm had obtained a consent decree against the first appellant and in execution of the said decree the said firm got a Receiver appointed over the securities of the Bank and the security of the Bank is in jeopardy and the firm is not entitled to realise its dues, if any, from the appellant No. 1 by recourse to the said securities. In the plaint filed the Bank has prayed : - (1) Leave under clause 12 of the Letters Patent and under Order II Rule 2 of the Code of Civil Procedure, (2) Decree for Rs. 21,64,360.66P. as against the defendant No. 1, 2, 3 and 4 and each of them. (3) Interest on the said sum of Rs. 21, 64, 360. 66P, on and from 1st October, 1978 at the rate of 15% per annum till realisation. 21,64,360.66P. as against the defendant No. 1, 2, 3 and 4 and each of them. (3) Interest on the said sum of Rs. 21, 64, 360. 66P, on and from 1st October, 1978 at the rate of 15% per annum till realisation. (4) Declaration that the machines, goods as mentioned in annexure 'H' and the book debts as mentioned in Annexure 'H' remain hypothecated and or charged and/or pledged with the Bank by way of first and paramount charge for payment of the Bank's dues to the exclusion of all others. (5) Sale of the said machines and goods either by public auction or by private treaty and realisation and/or collection of the book debts with liberty to appropriate the same in protanto satisfaction of the Bank's dues. (6) Declaration that the plaintiff has superior title and/or interest to that of the 5th defendant in respect of securities of the plaintiff as mentioned in annexure 'H' and 'H-1' for the satisfaction of the dues of the plaintiff. (7) Permanent injunction against 5th defendant not to execute the decree obtained in suit No. 514 of 1977 as against the securities of the plaintiff before the dues of the plaintiff are fully paid. 4. After setting out the facts of the case and noting the arguments advanced on behalf of the parties the learned trial judge has observed. From the facts stated above, it would appear that this Court will have to decide two questions; first of all whether the present suit has been filed by the plaintiff for recovery of mortgage money and secondly whether the discretion given under section 68(2) should be exercised by this court in the present case." The learned trial judge has held that "the plaintiff's case is based on independent and distinct came of action which is independent from the mortgage. Although the consideration that the promissory note, deed of hypothecation, acknowledgements, accounts stated are the same for the mortgage but in law they are distinct and separate causes of action. "The learned Judge has further recorded in the judgment:- "Form the promissory notes executed it would appear that the defendants have under taken an independent liability to pay for the same. From the deed of Guarantee it would also appear that a separate liability has been undertaken to pay the Bank's dues. "The learned Judge has further recorded in the judgment:- "Form the promissory notes executed it would appear that the defendants have under taken an independent liability to pay for the same. From the deed of Guarantee it would also appear that a separate liability has been undertaken to pay the Bank's dues. It would also appear from the petition that the defendant No. 5 has filed a suit against the defendant being suit No. 514 of 1977 and had obtained a consent decree and one of the terms is that in default of the payment of the 4th defendant in terms of the consent decree and in execution of the said decree Receiver be appointed over the securities of the plaintiff. According to the plaintiff the defendant No. 5 has no prior claim over the securities held by the plaintiff, on the contrary, the plaintiff claims prior right to the exclusion of any body else including the 5th defendant. The plaintiff in this suit is apprehensive that the securities hypothecated in favour of the plaintiff are at danger; as such necessary order should be passed in favour of the plaintiff on its application for injunction and/or Receiver. According to the plaintiff, it was a duty of the defendants to keep informed of all the circumstances relating to the said suits. 5. The learned Judge has held "In view of the facts and the law as stated above I am of the opinion and hold that the petitioners are not entitled to get the benefit under section 68 of the discretion of this Court of staying the suit and/or all proceedings thereunder. The plaintiff has filed the suit not for the recovery of the mortgage money. As such I dismiss this applications with costs." 6. In short, the view taken by the learned trial court is that in the facts of the instant case the suit cannot be stayed as the suit is not for recovery mortgage money and the petitioners are not entitled to get the benefit under section 68 of the Act and the discretion conferred on the Court under section 68 of the Act should not be exercised in favour of staying the suit. The correctness of the findings of the learned Judge has been questioned in this appeal. 7. Mr. The correctness of the findings of the learned Judge has been questioned in this appeal. 7. Mr. M.K. Banerjee, learned Counsel appearing on behalf of the appellant has contended that in the instant case the Bank has filed the suit for recovery of the mortgage money under section 68 of the Transfer of Properly Act on the basis of the personal covenant of the appellant to repay the same. It is his contention that the suit in the instant case is a suit under section 68(1) (a) of the T.P. Act. He has drawn our attention to the definition of mortgage money in section 58(a) of the Act. He has argued that the mortgage by deposit of title deeds was created for the purpose of securing the money advanced or to be advanced in the over draft account by way of loan and the suit is for the recovery of the principal money and interest of which the payment is secured and the amount for recovery of which the suit has been instituted is the mortgage money. In support of his contention that in an equitable mortgage the mortgagee has right to sue for the mortgage money within the meaning of section 68 (1)(a) of the Act and further .under such equitable mortgage the mortgagor binds himself personally to repay the same within the meaning of section 68(1)(a) of the Act, he has relied on the decision of P.B. Mukharji J. in to case of (1) Nityananda Ghosh v. Rajpur Chayahani Cinema Ltd. A I R 1953 Cal. 208. It is his argument that as the suit is for the recovery of the mortgage money under section 68(1)(a) of the Act, Section 68(2) of the Act is clearly attracted and the Bank should not be permitted to proceed with the suit until the Bank has exhausted all the available remedies against the mortgaged properties, unless the Bank chooses to abandon the security. Mr. Banerjee has placed particularly reliance on the judgment of the Divison Bench of this court in the case (2) Sukhada Kanta Bhattacharyya v. Jogineekanta Bhattacharyya, AIR 1934 Cal. 73, and he placed strong reliance on the fallowing observations at page 76 :- "The question therefore plainly is whether a mortgagee is entitled to sue upon the debt ignoring the mortgage." 8. 73, and he placed strong reliance on the fallowing observations at page 76 :- "The question therefore plainly is whether a mortgagee is entitled to sue upon the debt ignoring the mortgage." 8. We have not been referred any authority one way or the other directly bearing upon the question. But, giving it all the consideration it deserves, we have come to the conclusion that the question must be answered in the negative. It is true that a creditor who takes a security in the shape of a mortgage, cannot be regarded as having foregone such rights as a creditor has under the general law. But it seems sufficiently clear, from the provisions of the TP Act, that these general rights are to some extent abrogated by that Act. For instance his right to ask for a money decree is very much restricted by the provisions of section 68 of the Act and it is perfectly clear therefrom that an action for debt is not the usual remedy of a mortgagee in India. Our attention was also drawn to the following observations at the same page: - "But a mortgagee in respect of simple mortgage in view of the provisions of section 68 of the TP Act, has in our opinion, no cause of action for relief in the shape of a decree for money independently of the mortgage and apart from his rights as mortgagee. Where none of the clauses (b), (c) or (d) of that section are satisfied he can only sue on his rights ex-contractu upon the covenant under clause (a) and it is not open to him to ignore the mortgage and fall back on the debt." Mr. Banerjee has submitted that the learned trial Judge has rightly come to the finding that the consideration for the promissory note, deed of hypothecation acknowledgements, account stated are the same as for the mortgage. It is however, his submission that having come to the aforesaid finding the learned Judge clearly went wrong in the conclusion that the plaintiff's case is based on a cause of action independent of the mortgage and distinct from the mortgage. Mr. Banerjee has therefore submitted that as the suit by the Bank is for recovery of the mortgage money, the learned trial Judge should have passed an order on the said application staying the suit under section 68(2) of the Act. Mr. Banerjee has therefore submitted that as the suit by the Bank is for recovery of the mortgage money, the learned trial Judge should have passed an order on the said application staying the suit under section 68(2) of the Act. It is his submission that in the instant case there is no question of any denial of the mortgage by the mortgagors and there are no facts and circumstances which may justify the refusal on the part of the Court to exercise discretion conferred on the Court under section 68(2) of the Act in granting the stay. 9. Mr. S. Roy Chowdhury, learned counsel appearing on behalf of the respondent Bank, the plaintiff in the suit, has submitted that in the facts and circumstances of this case section 68 of the T. P. Act has no application as the present suit is not for recovery of the mortgage money. He has further submitted that even if it he held that the suit is one for recovery of the mortgage money the discretion, considering the facts and circumstances of this case was for granting no order for slay of the suit. Mr. Roy Chowdhury argues that the learned trial judge on a careful consideration of the facts and circumstances of this case and also the authorities cited has rightly come to the conclusion that section 68 of the Act has no application to the present case and the learned judge has further correctly held that "In any event the discretion conferred on the Court should not be exercised in favour of staying the suit and the proceedings in the facts and circumstances of this case." Mr. Roy Chowdhury has sought to support the decision of the learned trial Judge on both these grounds. Mr. Roy Chowdhury has taken as through the plaint filed in the suit and he has argued that it is clear from the plaint that the plaintiff's suit is for recovery of the money advanced in the overdraft account against hypothecation of plants, machineries. stocks, raw materials and book debts as mentioned in the deed of hypothecation, for enforcement of the guarantee given by the appellants for payment of the money advanced and also for adjudication of the plaintiff's right to the securities against the firm, the 5th defendant in the suit. Which is claiming to interfere with the Bank's right with regard to the Bank's securities. Which is claiming to interfere with the Bank's right with regard to the Bank's securities. Mr. Roy Chowdhury has argued that taking into consideration the return and scope of the suit it cannot be said that the suit is one for recovery of the mortgage money on the basis of the personal covenant of the mortgagee to repay the loan. It is his argument that as the suit in the instant case is not for recovery of the mortgage money, section 68 of the Act can have no application. Mr. Roy Chowdhury has drawn our particular attention to the averments made in paragraph 23 of the plaint and he has commented that the said paragraph makes it clear that the Bank has other claims in respect of two other accounts against the appellants and the appellants deposited title deeds of certain immovable properties by way of collateral and/or additional security. It is his comment that in view of the averments made in the said paragraph even if the mortgage created by deposit of title deeds by way of collateral security may cover and include the amount for recovery of which the present suit has been instituted, it cannot be said that the present suit is for recovery of mortgage money. He has argued that to attract the provisions of section 68 of the Transfer of Property Act the suit must be by a mortgagee against the mortgagor for the mortgage money on the basis of the mortgagor's personal convenant. He contends that in the instant case the suit by the Bank has not been instituted in the capacity as a mortgagee, qua-mortgagee and the Bank has instituted the suit for recovery of the amount advanced in the overdraft account, realisation of its securities mentioned in the deeds of hypothecation for enforcement of the guarantee given by the appellants and for due preservation of the Banks securities against unlawful and improper interference with the same by the defendant No.5. It is the contention of Mr. Roy Chowdhury that the personal liability of the appellants in the instant case arises not on the mortgage but dehors the mortgage and the personal liability has been created by independent transaction like the execution of the deeds of hypothecation, promissory notes, acknowledgements of liability and also by giving of personal guarantee which are all completely dissociated from the mortgage. Roy Chowdhury that the personal liability of the appellants in the instant case arises not on the mortgage but dehors the mortgage and the personal liability has been created by independent transaction like the execution of the deeds of hypothecation, promissory notes, acknowledgements of liability and also by giving of personal guarantee which are all completely dissociated from the mortgage. In support of his contention that a suit of this nature does not come within the purview of section 68 of the Act, Mr. Roy Chowdhury has relied on the judgement of P.B. Mukharji J in the case of (1) Nityananda Ghosh v. Rajpur Chayahani Cinema Ltd., AIR 1953 Cal. 208 and he has placed particular reliance on the following observations at pages 210-211 : "On a construction of S. 68 T.P. Act it appears to me that the words and the context in which the words are used indicate a suit which the mortgagee prosecutes qua-mortgagee for the recovery of his mortgage money. Sec. 68 occurs in Chap. 4, T.P. Act marked "of mortgages of immovable properties and charges" and this particular section appears with a group of sections under a sub-heading marked "Rights and liabilities of Mortgagees." The context therefore circumscribes the subject of this section to the mortgage and the rights and liabilities of the mortgagees. The word "mortgagee" and the words mortgage money" must in my view on a proper construction of S.68 (1) T.P. Act indicate that the "right to sue" mentioned in that section is the right which belongs to the mortgagee only in his capacity as a mortgage and not in a totally different capacity such a, a payee of a promissory note as in this case. Equally to my mind the words mortgage money on a proper construction having regard to the definition contained in para 2 of S. 58(a) T.P. Act mean the money secured by the mortgage and not a promissory note. The other words "the mortgagor binds himself to repay" in S. 68(1)(a) T.P. Act can in that context only mean that this binding is with reference to the mortgage and its terms. In order, therefore, to find out whether the mortgagor binds himself to repay the mortgage money within the meaning S. 68(1) (a) T.P. Act, the terms of the mortgage itself are the only Indicia. In order, therefore, to find out whether the mortgagor binds himself to repay the mortgage money within the meaning S. 68(1) (a) T.P. Act, the terms of the mortgage itself are the only Indicia. In other words the personal liability must be discovered to arise on the mortgage itself and not dehors the mortgage. This construction is endorsed also by reference to cls. (b) (c) and (d) of S. 68(1) T. P. Act. A perusal of these clauses unmistakably points out that in each one of the eventualities mentioned there the reference is invariably to the mortgage security. In Cl. (b) it is the whole or partial destruction or insufficiency of mortgage property in cl. (c) it is the deprivation in whole or in part of the mortgage security and in Cl. (d) the reference is to delivery of possession of the mortgaged property. This analysis leads to the conclusion that when in cl. (a) of S. 68(1) T. P. Act the language used is "mortgagor binds himself to repay" that should be read as a term of the mortgage itself, and refers to the personal liability that inheres in the mortgage." 10. One more word before I leave the topic of construction of S.68 T.P. Act. A suit under S. 68 T.P. Act is a suit for money due on a mortgage and the only decree that can be passed under this section is a decree of money, unlike a suit on the mortgage itself under S. 67. T.P. Act. Under sub-section (2) of S. 68 of that Act only a particular type of suit can be stayed. Before S. 68(2) T.P., Act can at all be applied the suit must answer the description of a suit by a mortgagee for the recovery of the mortgage money. No other class or type of the suit is intended to be stayed. That therefore is the fundamental postulate which must be satisfied and it is only when it is such a suit, then alone further enquiry is necessary under Cl. (a) or (b) or (c) or (d) of S. 68(1). T.P. Act Sec. 68 first confers a right on the mortgagee to sue for the mortgage money. Clauses (a), (b), (c) and (d) of sub-section (1) specify the instances where the mortgagee has the right to sue for such mortgage money. (a) or (b) or (c) or (d) of S. 68(1). T.P. Act Sec. 68 first confers a right on the mortgagee to sue for the mortgage money. Clauses (a), (b), (c) and (d) of sub-section (1) specify the instances where the mortgagee has the right to sue for such mortgage money. It also provides that in no other case the mortgagee shall have such right to sue for the mortgage money. The Court's power to stay such suit under sub-section (2) of S. 68 TP Act is limited against only to the two instances mentioned in Cls. (a) and (b) and in no other. 11. Reverting now to the nature of the plaint in this suit before me I find that this is a suit on the promissory note and not in the mortgage at all. The promissory note is a distinct cause of action, independent of and apart from the mortgage. No doubt the equitable mortgage in this case carries with it a personal liability of the mortgagor to repay the mortgage money. Had it therefore been a suit to recover money due on that equitable mortgage then the argument made on behalf of the applicant for stay might have prevailed. But the position here is entirely different. The suit before me is not a suit where the mortgagee is suing qua mortgagee for his mortgage money. In this suit the plain tiff is suing only as a payee of the promissory note and nothing else. Such a suit in my opinion and on the construction that I have arrived at is not within S. 68(1) (a), T.P. Act. If the personal liability to repay a Loan arises independently of any existing mortgage and the suit is not by the mortgagee for mortgage money, then in my view section 68(1) (a) T.P. Act is not attracted. 12. The argument that the consideration of the promissory note is the same as the consideration for the mortgage cannot in my view make a difference in the construction of S. 68(1) (a) T.P. Act or in the result of this application. Every mortgage represents both a loan and a security. The nature and terms of the security must be considered in each case in order to find out whether they support or negative the personal liability for repayment of the loan. Every mortgage represents both a loan and a security. The nature and terms of the security must be considered in each case in order to find out whether they support or negative the personal liability for repayment of the loan. In my view as I have already expressed, the personal liability referred to in S. 68(1) (a) T.P. Act is a personal liability inherent in the mortgage and not dehors the mortgage or independent of the mortgage. The principle behind this statutory provision as I understand it is the law's reluctance to make the mortgagor personally liable as his security is there to answer for the debt. But if the mortgagee chooses to create a personal liability by independent transaction like a promissory note, a cheque or other independent engagement completely dissociated from the mortgage, then he is not within the meaning of S.68(1) (a), T.P. Act as I construe it nor within the principle that security should be called up first before personal liability is enforced. The reason is that by engaging into an independent contract for a debt as evidenced by a promissory note the debtor indicates to the creditor by such a contract that he brings an independent personal liability to answer the loan apart from what inheres in a mortgage with personal liability. To repeat what I have already said the promissory note in this case on which alone the suit is based is an independent and distinct cause of action apart from the mortgage. The juristic difference in this respect is as similar as the difference between a suit on the promissory note and a suit on the original consideration. Although the consideration is the same for the promissory note and the original loan they are regarded in law as distinct and separate causes of action, so that although a suit on the promissory note has failed a suit on the original loan may be competent as pointed out by the Privy Council (3) Payane Reena v. Pana Lana, 41 Ind App. 142 (PC). The English Court of appeal decided the same principle in (4) Wagg Prosser v. Evans, (1895) 1 QB 108 in respect of a cheque and a guarantee, although the cosideration for both was the same. 142 (PC). The English Court of appeal decided the same principle in (4) Wagg Prosser v. Evans, (1895) 1 QB 108 in respect of a cheque and a guarantee, although the cosideration for both was the same. Therefore, although the consideration is the same both for the promissory note as well as the mortgage the debtor in such a suit on the note, cannot turn round and say that creditor must exhaust the security first before enforcing the personal liability which he has created independently of the terms of the security. To allow him to do that will be to confound one cause of action with another independent and distinct cause of action. 13. Mr. Roy Chowdhury has commented that this Judgment of P.B. Mukharji, J. has been noted in the authoritative text books on transfer of Property Act. 14. Mr. Roy Chowdhury has submitted that the decision of the Division Bench in the case of (2) Sukhada Kanta Bhattacharyya v. Jogineekanta Bhathacharjya, AIR 1934 Cal. 73 is not of any particular assistance in the instant case as in the said case the Court was concerned with the right of a mortgagee to file a suit for the recovery of the mortgage money on the basis of the personal convenant contained in the mortgage itself to repay. It is his submission that the decision in the case of (2) Sukhada Kanta Bhattacharyya v. Jogineekanta Bhattacharyya, AIR 1934 Cal 73 was concerned with the claim of the mortgagee for recovery of the mortgage-money qua mortgagee on the basis of the personal convenant in the mortgage and not dehors the mortgage. 15. The relevant portion of section 68 reads as follows : "68. (1). The mortgagee has a right to sue for the mortgage money in the following cases and not others, namely :- a. Where the mortgagor binds himself to repay the same, b. … … … c. … … … d. … … … (2) Where the suit is brought under clause (a) of sub-sec (1), the Court may at its discretion, stay the suit and all proceedings therein notwithstanding any contract to the contrary until the mortgagee has exhausted all his available remedies against the mortgage property or what remains of it, unless the mortgagee abandons his security and if necessary retransfers the mortgage property". This section therefore makes it clear that the mortgagee has a right to sue for the mortgage money where the mortgagor binds himself to repay the same and if any suit is brought by the mortgagee for recovery of the mortgage money on the personal covenant of the mortgagor to repay the same, the Court may at its discretion stay the suit and all proceedings therein until the mortgagee has exhausted all his available remedies against the mortgage property or what remains of it, unless the mortgagee .abandons his security and, if necessary, retransfers the mortgage property. The principal money and interest of which payment is secured by the mortgage are, as defined in sec. 58(a) of the Act called the mortgage money. Section 68(2) of the Act, makes it clear that it is entirely in the discretion of the Court to pass an order staying a suit or refusing to stay a suit to which section 68(1)(a) of the Act is attracted. The discretion conferred on the Court has necessarily to be exercised judicially. The learned trial judge has not only held that section 68 of the Act is not applicable to the suit, but the learned trial judge has also held that even if section 68 can be said to apply to the instant suit, the suit in the instant case is not a suit which should be stayed in exercise of the discretionary power and the learned judge in exercise of her discretion has refused to stay the suit. 16. The suit in the instant case is for recovery of the sum alleged to be due and payable by the appellant No. 1, the principal debtor, to the Bank, for realisation of the securities furnished by the deeds of hypothecation and also enforcement of the guarantee. The present suit is also for adjudication of the right of the Bank to the various securities created by the deeds of hypothecation vis-a-vis the claim made by the firm, the 5th defendant in the suit and the 2nd respondent in the appeal, who is threatening to interfere with the right of the Bank to the said securities. The firm has been impleaded as a party for adjudication of the question of the Bank's right to the security and the determination of the question of priority if necessary. The firm has been impleaded as a party for adjudication of the question of the Bank's right to the security and the determination of the question of priority if necessary. The facts and circumstances of the case go to indicate that the various securities of the Bank created by the appellant No. 1 by the deeds of hypothecation executed by the said appellant are in jeopardy and the Bank for proper preservation, protection and realisation of the securities has to take necessary steps. For the said purpose the Bank has instituted this suit impleading the firm as a defendant and the Bank has also made an application for appointment of a Receiver and for other reliefs in the suit filed by the Bank. The refusal to stay the suit by the learned judge in exercise of the discretion conferred on her in the facts and circumstances of 'his case cannot, therefore be said to be unjustified. The nature and the scope of the suit and the facts and circumstances of the case clearly justify the order of the learned trial judge refusing to exercise the discretion in favour of the stay of the suit and the further proceedings, even-if the suit is held to be a suit to which section 68(1) (a) of the Act is attracted. 17. The principles governing the powers of the appellate Court to interfere with an order passed by the trial Court in exercise of the discretion are well settled. In the facts and circumstances of this case, the exercise of the discretion by the learned trial judge cannot be said to be improper, unreasonable or perverse. Even if we could have been pursuaded to take a view different from the view taken by the learned trial judge on the question of the stay of the suit in .exercise of the discretionary power conferred on the Court, it could not have been proper for us to interfere with the order of the learned trial judge made in exercise of her discretion and to pass a different order substituting our own discretion in the place of the discretion of the trial judge. As we have earlier observed, we are of the opinion that in the facts and circumstances of this case the learned trial judge has properly exercised her discretion and has, rightly refused to stay the suit in exercise of her discretion and the order passed by the learned trial Judge in exercise of her discretion meets with our approval. In the view that we have taken it does not indeed become necessary to deal with the other contention urged as to the applicability of section 68(1) of the Act to the instant case. In the result the appeal fails. The appeal is hereby dismissed with costs. Chose, J. I agree.