JUDGMENT : Sanju Panda, J. - This Civil Revision is directed against the Order Dated 17.09.2003 passed by the Learned Civil Judge (Senior Division), 1st Court, Cuttack in C.S. (III) 110/02. 2. The Defendant is the Petitioner. The opposite party as the Plaintiff filed the suit for recovery of a sum of Rs. 36,20,319.01 paise from the Defendant. The Defendant placed orders for certain goods with the Plaintiff which was delivered by the Plaintiff in the defendant's factory premises at Bargarh. The amount in lieu of the said goods having not been paid by the Defendant, the Plaintiff filed the suit. After receiving the notice of the suit, Defendant before filing its written-statement filed a petition disputing the territorial jurisdiction of the Court. Thereafter, he filed his written-statement on merit as well as on territorial jurisdiction. According to the Defendant, in view of the Explanation-2 to Section 20 of the CPC (in short "the Code"), as the corporation is carrying on the business at its sole and principal office at Bargarh, no part of cause of action arises within the territorial jurisdiction of the Court at Cuttack. 3. Thus the Court has no territorial jurisdiction to try the suit. The aforesaid issue was taken up by the Court. The Defendant-Petitioner also furnished a xerox copy of the relevant decisions in the matter. The Plaintiff-opposite party resisted the same. The Learned Civil Judge rejected the said petition on the basis that the plaintiffs office is situated at Cuttack and the goods were dispatched from Cuttack. The copy of the purchase order of the Defendant addressed to the Plaintiff shows that the order of the Defendant was accepted and confirmed by the Plaintiff at Cuttack. The bills of the Plaintiff addressed to the Defendant contain the stipulation that all disputes shall be subject to Cuttack jurisdiction. Advocate's notice dated 6.2.2001 was also issued from Cuttack. Not a single document was filed by the Defendant disputing the above fact. Thus, the transaction and part of the cause of action arose at Cuttack within the territorial jurisdiction of the Court at Cuttack and therefore, the Court has territorial jurisdiction to try the suit. On the aforesaid finding, the Learned Civil Judge rejected the petition by an Order Dated 17.9.2003 which is impugned in this revisions. 4. Thus, the transaction and part of the cause of action arose at Cuttack within the territorial jurisdiction of the Court at Cuttack and therefore, the Court has territorial jurisdiction to try the suit. On the aforesaid finding, the Learned Civil Judge rejected the petition by an Order Dated 17.9.2003 which is impugned in this revisions. 4. The Learned Counsel appearing for the Defendant-Petitioner submitted that the Learned Civil Judge has not taken into consideration the fact that the Defendant is a corporation and in view of the provisions contained in Section 20 of the Code and the Explanation thereto, the reasoning given by the Learned Civil Judge are not applicable to a transaction in which a Corporation or a Company is involved. He further submitted that the Learned Civil Judge has exercised his jurisdiction illegally and with material irregularity. Thus, the impugned order needs to be reversed in exercise of the revisional jurisdiction of this Court. 5. The Learned Counsel for the Plaintiff-opposite party, on the other hand, submitted that the Learned Civil Judge has considered the case of the Plaintiff correctly and since a part of the cause of action arose within the jurisdiction of the Civil Courts at Cuttack and the goods and the bills sent by the Plaintiff were accepted by the Defendant and Defendant having paid a part of it, the Court at Cuttack has the jurisdiction to try the suit. 6. Considering the rival submissions of the parties, as stated above, the short question to be decided in this Civil Revision is, whether the Trial Court has the jurisdiction to decide the suit since the Defendant is a body corporate, in view of the Explanation to, Section 20 of the Code. 7. For better appreciation, Section 20 of the Code is extracted hereunder; 20. 7. For better appreciation, Section 20 of the Code is extracted hereunder; 20. Other suits to be instituted where defendants reside or cause of action arises - Subject to the limitations aforesaid, every suit shall be instituted in a Court within the local limits of whose jurisdiction- (a) The Defendant, or each of the defendants where there are more than one, at the time of the commencement of the suit, actually and voluntarily resides, or caries on business, or personally works for gain; or (b) any of the defendants, where there are more than one, at the time of the commencement of the suit, actually and voluntarily resides, or carries on business, or personally works for gain, provided that in such case either the leave of the Court is given, or the defendants who do not reside, or carry on business, or personally work for gain, as aforesaid, acquiesce in such institution; or (c) the cause of action, wholly or in part, arises. Explanation: A corporation shall be deemed to carry on business at its sole or principal office in India or, in respect of any cause of action arising at any place where it has also a subordinate office, at such place; 8. The Petitioner-Defendant is a Government of Orissa owned Company being a subsidiary of the Industrial Development Corporation of Orissa Limited within the meaning of Section 617 of the Companies Act. The Petitioner-company and its principal office are situated at Bargarh and it has no branch office at Cuttack. As per Section 20 of the Code, in case a Company is registered under the Companies Act, its controlling power is, as a matter of fact, generally exercised at its registered office and that office is, therefore, not only for the purpose of the Act, but also for other purposes, the principal place of its business. Therefore, where the cause of action arises within the territorial jurisdiction of the Court in which the suit is filed, it would not be necessary in the case of a corporation to rely on the Explanation. This Explanation contains a deeming provision. A corporation shall be deemed to carry on business at its sole or principal office irrespective of the fact that it has its business at various places, for deciding the question of jurisdiction under that clause. This Explanation contains a deeming provision. A corporation shall be deemed to carry on business at its sole or principal office irrespective of the fact that it has its business at various places, for deciding the question of jurisdiction under that clause. The test would be whether the Corporation did, in fact, carry on business within the Court jurisdiction at the time when the suit was instituted. 9. The Explanation to Section 20 is really an Explanation to Clause (a) which is in the nature of a clarification on the scope of the said clause. For Explanation, as to where the Corporation can be said to carry on business. The Explanation is in two parts; one before the word "or" occurring between the words "office in India" and the words "in respect of", and the other thereafter. The first part of the Explanation applies only to such a Corporation which has its sole or principal office at a particular place. In that event, the Courts within whose jurisdiction the sole or principal office of the Defendant is situate will also have jurisdiction inasmuch as even if the Defendant may not be actually carrying on business at that place, it will "be deemed to carry on business" at that place because of the fiction created by the Explanation. The latter part of the Explanation takes care of the case where the Defendant does not have a sole office but has a principal office at one place and has also a subordinate office at another place. The words "at such place" occurring at the end of the Explanation and the word "or", referred to above, which is disjunctive clearly suggest that if the case falls within the latter part of the Explanation, it is not the Court within whose jurisdiction the principal office of the Defendant is situate but the Court within whose jurisdiction it has a Subordinate office which alone shall have the jurisdiction "in respect of any cause of action arising at any place where it has also a subordinate office". So, the second part is not applicable to the facts of the present case because, the Petitioner-Defendant has only its sole office at Bargarh. 10. So, the second part is not applicable to the facts of the present case because, the Petitioner-Defendant has only its sole office at Bargarh. 10. The clear intendment of the Explanation, however, is that, where the corporation has a subordinate office in the place where the cause of action arises, it cannot be heard to say that it cannot be sued there because it does not carry on business at that place. The Explanation applies to a Defendant which is a corporation which term would include even a company. The first part of the Explanation applies only to such a corporation which has its sole or principal office at a particular place. In that event, the Court within whose jurisdiction the sole or principal office of the Defendant is situate will also have jurisdiction inasmuch as even if the Defendant may not be actually carrying on business at that place, it will be "deemed to carry on business" at that place because of the fiction created by the Explanation. In the present case, the Petitioner-Defendant has the sole and principal office at Bargarh. Admittedly, the Defendant placed orders from its office at Bargarh. 11. u/s 20(b) of the Code, a suit can be instituted in a Civil Court within the local limits of whose jurisdiction any of the defendants voluntarily resides, carries on business or personally works for gain and either the leave of the Court has been taken or the other Defendant acquiesce in such institution. As per the Explanation attached to Section 40 of the Code, a corporation shall be deemed to carry on business at its sole "or principal office in India or, in respect of any cause of action arising at any place where it has also a subordinate office at such place. Therefore, a suit against the corporation can be instituted where it has its sole or principal office in India or in respect of any cause of action arising at any place where it has also a subordinate office. The Explanation to Section 20, while providing the Plaintiff a wider field to institute a suit against a corporation, takes care to see that the Defendant in such a suit can conveniently put up its defence, through its sole, principal or subordinate office. The Explanation to Section 20, while providing the Plaintiff a wider field to institute a suit against a corporation, takes care to see that the Defendant in such a suit can conveniently put up its defence, through its sole, principal or subordinate office. A corporation can be deemed to carry on its business at a place where it has a subordinate office, irrespective of the nature of work that is actually carried on there. 12. The Apex Court in the case of M/s. Patel Roadways Limited, Bombay Vs. M/s. Prasad Trading Company, has held as follows; ...normally, under Clauses (a) to (c), the Plaintiff has a choice of forum and cannot be compelled to go to the place of residence or business of the corporation and can file a suit at a place where the cause of action arises. If a corporation desires to be protected from being dragged into litigation at some place merely because a cause of action arises there it can save itself from such a situation by an exclusion clause as has been done in the present case. The clear intendment of the Explanation, however, is that, where the corporation has a subordinate office in the place where the cause of action arises, it cannot be heard to say that it cannot be sued there because it does not carry on business at that place. It would be a great hardship if, in spite of the corporation having a subordinate office at the place where the cause of action arises (with which in all probability the Plaintiff has had dealings), such Plaintiff is to be compelled to travel to the place where the corporation has its principal place. That place should be convenient to the Plaintiff; and since the corporation has an office at such place, it will also be under no disadvantage. Thus the Explanation provides an alternative locus for the corporation's place of business, not an additional one. There may be only an extraordinary situation in which this interpretation may cause an apparent anomaly. This is where the Plaintiff has also his/its place of business at the same place as the corporation but the cause of action has arisen at some other place. There may be only an extraordinary situation in which this interpretation may cause an apparent anomaly. This is where the Plaintiff has also his/its place of business at the same place as the corporation but the cause of action has arisen at some other place. The above interpretation would preclude him from filing a suit in that place of business common to both parties and compel him to go to a Court having jurisdiction over the place where the cause of action has arisen. But this is not really a hardship because such Plaintiff must had some nexus or connection with the place since some part of the cause of action had arisen there; if he can have dealings with the corporation at such a place giving rise to the cause of action, there is no reason why he should find it disadvantageous or difficult to file a suit at such place. Equally, the corporation, having a subordinate office at the place, will suffer no disadvantage. 13. Thus, the territorial jurisdiction of a Court has to be ascertained on the basis of the principles laid down in the Code of Civil Procedure. Section 20(c) of the Code leaves no room for doubt that a suit would lie in a Court within the local limits of whose jurisdiction the cause of action has arisen wholly or partly. A bare reading of Section 20 reveals that the provision has been designed to secure that justice might be brought as near as possible to every man's door step. The aforesaid provision is a residuary provision and covers all cases. In the present case, since a part of "cause of action" has arisen within the local limits of "Cuttack", as stated in the plaint by the Plaintiff, the question of jurisdiction has to be considered on the basis of such averments. Since it is alleged that for supply of goods the Petitioner-Defendant had placed order which was received by the Plaintiff at Cuttack and the goods were dispatched from Cuttack, a part of the cause of action arose within the local limits of jurisdiction of the Cuttack Court. 14. In view of the above, this Court is not inclined to interfere with the impugned Order Dated 17.9.2003 passed by the Learned Civil Judge (Senior Division), 1st Court, Cuttack in C.S. (III) 110/02. The Civil Revision is accordingly dismissed. 14. In view of the above, this Court is not inclined to interfere with the impugned Order Dated 17.9.2003 passed by the Learned Civil Judge (Senior Division), 1st Court, Cuttack in C.S. (III) 110/02. The Civil Revision is accordingly dismissed. There shall be no order as to costs. Final Result : Dismissed