Bhjrang Cranes v. Shriram Transport Finance Co. Ltd.
2019-09-26
AKULA VENKATA SESHA SAI, CHEEKATI MANAVENDRANATH ROY
body2019
DigiLaw.ai
JUDGMENT : AKULA VENKATA SESHA SAI, J. 1. Since all these appeals raise common questions of law, this Court deems it appropriate and apposite to hear these matters together and dispose of these appeals by way of a common order. 2. The 1st respondent herein is the claimant in the arbitration proceedings, initiated under the provisions of the Arbitration and Conciliation Act, 1996 (hereinafter called as the "Act") in the year 2014. The appellant herein filed the present interlocutory applications before the learned Arbitrator under the provisions of Section 19 of the Act praying the learned Arbitrator to dismiss the claim statements on the ground that the Power of Attorney is not legally valid. The 1st respondent herein resisted the said interlocutory applications by filing counters. The learned Arbitrator by way of an order dated 16.7.2016 dismissed the said applications. The said order reads as hereunder: "The petitioner under Section 19 of the Arbitration and Conciliation Act, for dismissing the claim statement as the Power of Attorney is not legally valid, on the ground that there is no material that the claimant company has issued any letter authorizing the Secretary of the Company to delegate the powers to others. In the claim petition it was asserted that the Asst. Credit Manager is competent to file the claim petition by virtue of the General Power of Attorney dated 18.10.2012. In Para 6 of the affidavit filed in support of this application it was asserted that the Power of Attorney is silent about the appointment filed in support of the claim petition. It cannot be disputed that the Resolution of the Board of Directors dated 9.11.2011 clearly authorizes the Company Secretary to delegate his powers to other officials. For the said reason I find no merits in the application and it is accordingly dismissed. Both parties are directed to proceed with the arbitration as the matter is getting delayed." 3. Assailing the validity and legal sustainability of the said orders passed by the learned Arbitrator, the appellant herein filed C.A.O. Ps. under Section 34 of the Act. The learned Special Judge for trial of Commercial Disputes-Commercial Division-cum-Principal District Judge, Visakhapatnam, by way of the orders under challenge in these appeals dismissed the said C.A.O. Ps. filed by the appellant herein.
Assailing the validity and legal sustainability of the said orders passed by the learned Arbitrator, the appellant herein filed C.A.O. Ps. under Section 34 of the Act. The learned Special Judge for trial of Commercial Disputes-Commercial Division-cum-Principal District Judge, Visakhapatnam, by way of the orders under challenge in these appeals dismissed the said C.A.O. Ps. filed by the appellant herein. In the present appeals filed under Section 13 of the Commercial Courts, Commercial Division and Commercial Appellate Division of High Courts Act, 2015, the said orders passed by the learned Principal District Judge are under challenge. 4. Heard Sri V.R.N. Prashanth, learned Counsel, appearing on behalf of M/s. Indus Law Firm, for the appellants and Sri P. Veera Reddy, learned Senior Counsel, for Sri Kuncheam Maheswara Rao, learned Counsel for the 1st respondent and perused the material available on record. 5. It is contended by the learned Counsel for the appellants that the orders, passed by the learned Principal District Judge, which are impugned in the present appeals, are highly erroneous, contrary to law and opposed to the very scheme and object of the Act. It is the further submission of the learned Counsel that the findings recorded by the learned Principal District Judge to the extent of non-compliance with the provisions of sub-section (5) of Section 34 of the Act and the aspect of authorisation to initiate the arbitration proceedings are neither sustainable nor tenable. It is the further submission of the learned Counsel for the appellants that the resolution dated 9.11.2011 sought to be pressed into service on behalf of the 1st respondent herein does not authorise the Agent mentioned therein to institute and start the proceedings and in the absence of the said power, question of delegating the power either to institute or to start the proceedings to the Assistant Credit Manager, Sri Peethala Jagadeesh does not arise and it is impermissible. In support of his submissions and contentions, learned Counsel for the appellants takes the support of the following judgments: (1) Nibro v. National Insurance Co. Ltd., (1991) 70 Comp. Cas.. 388 (Del); (2) State Bank of Travancore v. Kingston Computers (I) (P) Ltd., (2011) 11 SCC 524 ; (3) Schmenger GMBH and Company Leder v. Saddler Shoes Pvt. Ltd., Civil Suit No. 689 of 1999 and Appl.
Ltd., (1991) 70 Comp. Cas.. 388 (Del); (2) State Bank of Travancore v. Kingston Computers (I) (P) Ltd., (2011) 11 SCC 524 ; (3) Schmenger GMBH and Company Leder v. Saddler Shoes Pvt. Ltd., Civil Suit No. 689 of 1999 and Appl. No. 3189 of 1999, dated 29.10.2010, and (4) State of Bihar v. Bihar Rajya Bhumi Vikas Bank Samiti, AIR 2018 SC 3862 . 6. On the contrary, it is submitted by Sri P. Veera Reddy, learned Senior Counsel, for Sri Maheswara Rao. Kuncheam, learned Counsel for the 1st respondent, that the person who signed the claim petition is no other than the Assistant Credit Manager, who advanced the loan to the appellants and who entered into agreements. It is the further submission of the learned Senior Counsel that the material available on record, in clear and unequivocal terms, shows that the person who signed the claim statements has been duly authorised by the Company and the Power of Attorney executed in his favour specifically and clearly authorises him to institute and to proceed further. It is the further submission of the learned Senior Counsel that the entire effort of the appellants is to drag on the proceedings to the extent possible. It is also the submission of the learned Senior Counsel that having regard to the provisions of Order VI Rules 3, 14 and 29 of CPC by any stretch of imagination it cannot be concluded that person who signed the pleadings is not properly authorised to do so. In support of his submission and contentions, learned Senior Counsel places reliance on the judgments of the Hon'ble Apex Court in the case of S.B.P. & Co. v. Patel Engineering Ltd., 2006 (1) ALD 10 (SC) : (2005) 8 SCC 618 and United Bank of India v. Naresh Kumar, (1996) 6 SCC 660 : 1997 (2) ALD (S.C.S.N.) 1-2. 7. In the above background, now the issues that emerge for consideration of this Court in these appeals are: (1) Whether the orders passed by the learned Principal District Judge, dismissing the C.A.CXPs. and confirming the orders of the learned Arbitrator are sustainable and tenable? (2) Whether the person who instituted the proceedings is properly authorised? and (3) Whether the orders passed by the learned Principal District Judge warrant any interference of this Court? Issues 1 to 3: 8.
and confirming the orders of the learned Arbitrator are sustainable and tenable? (2) Whether the person who instituted the proceedings is properly authorised? and (3) Whether the orders passed by the learned Principal District Judge warrant any interference of this Court? Issues 1 to 3: 8. The learned Principal District Judge on the basis of the material available on record framed the following point for determination: "Whether there are any grounds in the petition to attract the provisions of Section 34 of the Act to set aside the Interim Award dated 16.7.2016 passed by the learned Arbitrator? 9. The learned Principal District Judge, while dealing with the objection as to the nature of the order passed by the learned Arbitrator, held that the said orders have the characteristics of interim award and to proceed further with the issue. It is to be noted that the respondents herein though disputed the nature of the orders passed by the learned Arbitrator did not carry the matter further and as such, the said findings to the extent of holding the orders of the learned Arbitrator as interim award need not be gone into in the present appeals. 10. Coming to the aspect of the noncompliance of the provisions of sub-section (5) of Section 34 of the Act, the learned Principal District Judge, on the ground of non-compliance and non-adherence to the said provision of law, held against the appellants herein. The said aspect as pointed out by the learned Counsel for the appellants is no longer res integra. In fact, in the case of State of Bihar v. Bihar Rajya Bhumi Vikas Bank Samiti (supra), the Hon'ble Apex Court ruled that the said provision of law is only directory and not mandatory. Therefore, finding of the learned Principal District Judge to the extent of sub-section (5) of Section 34 of the Act cannot be sustained. Therefore, the only aspect which remains for consideration and determination by this Court is whether the finding of the learned Principal District Judge on the aspect of authorisation for institution of the proceedings is in accordance with law. 11. In order to adjudicate and resolve the said issue, it may be appropriate to refer the judgments cited by the learned Counsel.. 12. In the case of Nibro v. National Insurance Co.
11. In order to adjudicate and resolve the said issue, it may be appropriate to refer the judgments cited by the learned Counsel.. 12. In the case of Nibro v. National Insurance Co. Ltd. (supra), the learned Single Judge of the Delhi High Court at Paras 10 to 16 and 29 held as under: "10. It will be useful to reproduce the two provisions of the Code of Civil Procedure, namely, Order 3 Rule 1 and Order 29 Rule 1, on which the plaintiff relies. 11. Order 3 Rule 1 of the Code of Civil Procedure reads thus: "Any appearance, application or act in or to any Court, required or authorised by law to be made or done by a party in such Court, may except where otherwise expressly provided by any law for the time being in force, be made or done by the party-in-person, or by his recognized agent or by a pleader appearing, applying or action, as the case may be, on his behalf: Provided that any such appearance shall, if the Court so directs, be made by the party-in-person." 12. Order 29 Rule 1 of the Code of Civil Procedure reads thus: "In suits by or against a Corporation, any pleading may be signed and verified on behalf of the Corporation by the Secretary or by any Director or other principal officer of the Corporation who is able to depose to the facts of the case." 13. Order 3 Rule 1 provides that any appearance, application or act in or to any Court required or authorise by law can be made or done by the party-in-person or by his recognized agent or by a pleader appearing, applying or acting, as the case may be, on his behalf. Provided of course, such an appearance, application or act in or to any Court is required or authorised by law to be done or done by a party in such Court. Where, however, there is an express provision of law, then that provision will prevail. Thus, if an authority is given to a pleader or a recognised agent as provided by law, the recognised agent or pleader can file an appearance or file a suit in Court if the party himself is not in a position to file it.
Where, however, there is an express provision of law, then that provision will prevail. Thus, if an authority is given to a pleader or a recognised agent as provided by law, the recognised agent or pleader can file an appearance or file a suit in Court if the party himself is not in a position to file it. In my view, if a party is a company or a Corporation, the recognised agent or a pleader has to be authorised by law to file such a plaint. Such an authority can be given to a pleader or an agent in the case of a company by a person specifically authorised in this behalf. In other words, a pleader or an agent can be authorised to file a suit on behalf of a company only by an authorised representative of the company. If a Director or a Secretary is authorised by law, then he can certainly give the authority to another person as provided under Order 3 Rule 1. 14. Order 29 Rule 1 of the Code of Civil Procedure provides for subscription and verification of pleadings and states that in suits by or against the Corporation, any pleadings may be signed and verified on behalf of the Corporation by the Secretary or by any Director or other principal officer of the Corporation who is able to, depose to the facts of the case. 15. This Court in Oberoi Hotels (India) Pvt. Ltd., Suit No. 469 of 1966, 26.11.1968, while dealing with the scope of Order 29 of the Code of Civil Procedure has observed as follows : "Learned Counsel for the plaintiff lastly argued that Shri Ram Lal Chaudhary had stated that he had authority to file the suit as a principal officer of the plaintiff company even apart from the resolution marked 'A'. He did not say so. But how does that help? The authority of a principal officer of a company in relation to suits filed on behalf of the limited company does not extend beyond what is laid down in Order 29 of the Code of Civil Procedure. That provision does not entitle the principal officer of a company to file a suit on its behalf and for that the authority has to be found either in the articles of association of the company or in the resolution of its Board of Directors.
That provision does not entitle the principal officer of a company to file a suit on its behalf and for that the authority has to be found either in the articles of association of the company or in the resolution of its Board of Directors. In the articles of association of several companies, provision is generally made authorising their Managing Directors and other officers to file and defend suits on their behalf. Similarly, the Board of Directors of a Company can authorise the institution of a suit on behalf of the company by a resolution. In the case of some companies the articles empower the Managing Director or Directors to appoint general attorneys and General Managers and given them authority to institute suits on behalf of the company. But in the absence of any proof in regard to any such power having been conferred on Shri Ram Lal Chaudhary, it is not possible to accept his statement that he was authorised to file the suit as the principal officer of the plaintiff hotel 16. I, therefore, hold that although the plaint has been signed and verified by a person duly authorised to do so on behalf of the plaintiff company, it has not been proved that the suit has been instituted by any such person. The issue is consequently decided against the plaintiff." 29. It is well-settled that under Section 291 of the Companies Act except where express provision is made that the powers of a company in respect of a particular matter are to be exercised by the company in general meeting, in all other cases the Board of Directors are entitled to exercise all its powers. Individual Directors have such powers only as are vested in them by the memorandum and articles. It is true that ordinarily the Court will not unsuit a person on account of technicalities. However, the question of authority to institute a suit on behalf of a company is not a technical matter. It has far-reaching effects. It often affects the policy and finances of the company. Thus, unless a power to institute a suit is specifically conferred on a particular Director, he has no authority to institute a suit on behalf of the company. Needless to say such a power can be conferred by the Board of Directors only by passing a resolution in that regard.
It often affects the policy and finances of the company. Thus, unless a power to institute a suit is specifically conferred on a particular Director, he has no authority to institute a suit on behalf of the company. Needless to say such a power can be conferred by the Board of Directors only by passing a resolution in that regard. Chapter-IV of the Delhi High Court (Original Side) Rules deals with the question of presentation of suits. Under this rule, a suit can be presented by a duly authorised agent or by an Advocate duly appointed by him for the purpose. This authorisation, in my view, in the case of a company can be given only after a decision to institute a suit is taken by the Board of Directors of the Company. The Board of Directors may in turn authorise a particular Director, Principal Officer or the Secretary to institute a suit." 13. In the case of State Bank of Travancore v. Kingston Computers (I) (P) Ltd. (supra), at Paras 12 to 14 the Hon'ble Apex Court held as under: "12. The Trial Court then referred to the judgment of the Delhi High Court in Nibro Limited v. National Insurance Company Limited, AIR 1991 Del. 25 ; Shubh Shanti Services Limited v. Manjula S. Agarwalla, (2005) 5 SCC 30 and the Delhi High Court (Original Side) Rules, 1967 and proceeded to observe: "..... As already stated, it has not been averred in the plaint nor sought to be proved that any resolution had been passed by the Board of Directors of the plaintiff company authorising Shri A.K. Shukla to sign, verify and institute the suit. It has also not been averred that the memorandum/articles of the plaintiff company give any right to Shri A.K. Shukla to sign, verify and institute a suit on behalf of the plaintiff company. It, therefore, follows that the plaint has been instituted by Shri A.K. Shukla only on the authority of Sh. Raj K. Shukla, CEO of the plaintiff company. Such an authority is not recognized under law and, therefore, I held that the plaint has not been instituted by an authorised person. Issue No. 1 is accordingly, decided against the plaintiff and in favour of the defendants." 13.
Raj K. Shukla, CEO of the plaintiff company. Such an authority is not recognized under law and, therefore, I held that the plaint has not been instituted by an authorised person. Issue No. 1 is accordingly, decided against the plaintiff and in favour of the defendants." 13. The Division Bench of the High Court did take cognizance of the fact that the Company had not summoned any witness from the office of the Registrar of Company to prove that Shri Ashok K. Shukla was a Director of the Company and that the minute book of the company had not been produced to prove the appointment of Shri Ashok K. Shukla as a Director, but reversed the finding of the Trial Court on Issue No. 1 on the basis of the authority letter issued by Shri Raj K. Shukla and resolutions dated 14.2.2001 and 19.4.2001, by which the Board of Directors of the Company had authorised some persons to operate the bank account. 14. In our view, the judgment under challenge is liable to be set aside because the respondent had not produced any evidence to prove that Shri Ashok K. Shukla was appointed as a Director of the Company and a resolution was passed by the Board of Directors of the Company to file suit against the appellant and authorised Shri Ashok K. Shukla to do so. The letter of authority issued by Shri Raj K. Shukla, who described himself as the Chief Executive Officer of the Company, was nothing but a scrap of paper because no resolution was passed by the Board of Directors delegating its powers to Shri Raj K. Shukla to authorise another person to file suit on behalf of the company." 14. In the case of Schmenger GMBH and Company Leder v. Saddler Shoes Pvt. Ltd. (supra), the Madras High Court at Paras 19, 20 and 21 held as under: "19. As per the decision of the Supreme Court reported in United Bank of India v. Naresh Kumar (supra), the plaint can be signed and verified by a competent person and even during the appellate stage, the appellate Court, in exercise of its power under Order 41 Rule 27 CPC, can require a Power of Attorney to be produced and the appellate Court can order the competent person of the Company to be examined as a witness to prove the ratification.
In the case on hand, in the additional written statement filed by the defendant, the competency of the Liaison Officer has been questioned by the defendant, even though the plaintiff-Company filed the rejoinder/reply statement to the said additional written statement, it did not let in any oral and documentary evidence to prove that the person, namely Mr. Mukhtar Parvez, Liaison Officer was authorised by the competent authority to verify the plaint and institute the suit. 20. The abovesaid decision reported in United Bank of India v. Naresh Kumar (supra), has been referred to by the High Court of Himachal Pradesh in the decision reported in Apple Valley Resort v. H.P. State Elee. Board, 2004 (118) Comp. Cas. 328, in which it was observed by the High Court of Himachal Pradesh that Order 29 Rule 1 of CPC only authorises the persons mentioned therein to sign and verify the pleadings on behalf of a Corporation/Company and it does not authorise such persons to institute an action on behalf of a Corporation/Company; the question of authority to institute an action on behalf of a Company is not a technical matter; it has far-reaching effects and it often affects policy and finances of the Company; therefore, unless a power to institute an action is specifically conferred on a particular Director, he would have no authority to bring an action on behalf of the Company; the power to institute an action on behalf of the Company can be conferred on a Director or any other Officer of the Company only by the Board of Directors by way of a Resolution in that regard; in the absence of a specific provision of the Board of Directors authorising the Liaison Officer to institute the petition (suit) for and on behalf of the Company or power conferred on the Director by the Memorandum and Articles of Association, the petition (suit) cannot be said to have been laid by a duly authorised and competent person for and on behalf of the Company; the High Court of Himachal Pradesh further held that the suit was bad and liable to be dismissed on that ground alone. 21. Since the plaintiff neither filed the Memorandum/Articles of Association, nor the Resolution of the Board of Directors of the Company, authorising the Liaison Officer namely the person to verify the plaint and institute the suit.
21. Since the plaintiff neither filed the Memorandum/Articles of Association, nor the Resolution of the Board of Directors of the Company, authorising the Liaison Officer namely the person to verify the plaint and institute the suit. Hence, as per the decisions cited above, I am of the view that the suit itself is not maintainable." 15. Coming to the judgments cited by the learned Senior Counsel Sri P. Veera Reddy, for Sri Maheswara Rao Kuncheamin the case of S.B.P. & Co. v. Patel Engineering Ltd. (supra), the Hon'ble Apex Court, while dealing with the provisions of the Act, at Paras 45 to 47 held as under: "45. It is seen that some High Courts have proceeded on the basis that any order passed by an arbitral Tribunal during arbitration, would be capable of being challenged under Article 226 or 227 of the Constitution of India. We see no warrant for such an approach. Section 37 makes certain orders of the arbitral Tribunal appealable. Under Section 34, the aggrieved party has an avenue for ventilating his grievances against the award including any in-between orders that might have been passed by the arbitral Tribunal acting under Section 16 of the Act. The party aggrieved by any order of the arbitral Tribunal, unless has a right of appeal under Section 37 of the Act, has to wait until the award is passed by the Tribunal. This appears to be the scheme of the Act. The arbitral Tribunal is after all, the creature of a contract between the parties, the arbitration agreement, even though if the occasion arises, the Chief Justice may constitute it based on the contract between the parties. But that would not alter the status of the arbitral Tribunal. It will still be a forum chosen by the parties by agreement. We, therefore, disapprove of the stand adopted by some of the High Courts that any order passed by the arbitral Tribunal is capable of being corrected by the High Court under Article 226 or 227 of the Constitution of India. Such an intervention by the High Court is not permissible. 46.
We, therefore, disapprove of the stand adopted by some of the High Courts that any order passed by the arbitral Tribunal is capable of being corrected by the High Court under Article 226 or 227 of the Constitution of India. Such an intervention by the High Court is not permissible. 46. The object of minimizing judicial intervention while the matter is in the process of being arbitrated upon, will certainly be defeated if the High Court could be approached under Article 227 of the Constitution of India or under Article 226 of the Constitution of India against every order made by the arbitral Tribunal. Therefore, it is necessary to indicate that once the arbitration has commenced in the arbitral Tribunal, parties have to wait until the award is pronounced unless, of course, a right of appeal is available to them under Section 37 of the Act even at an earlier stage. 47. We, therefore, sum up our conclusions as follows: (i) The power exercised by the Chief Justice of the High Court or the Chief Justice of India under Section 11(6) of the Act is not an administrative power. It is a judicial power. (ii) The power under Section 11(6) of the Act, in its entirety, could be delegated, by the Chief Justice of the High Court only to another Judge of that Court and by the Chief Justice of India to another Judge of the Supreme Court. (iii) In case of designation of a Judge of the High Court or of the Supreme Court, the power that is exercised by the designated, Judge would be that of the Chief Justice as conferred by the statute. (iv) The Chief Justice or the designated Judge will have the right to decide the preliminary aspects as indicated in the earlier part of this judgment. These will be, his own jurisdiction, to entertain the request, the existence of a valid arbitration agreement, the existence or otherwise of a live claim, the existence of the condition for the exercise of his power and on the qualifications of the Arbitrator or Arbitrators.
These will be, his own jurisdiction, to entertain the request, the existence of a valid arbitration agreement, the existence or otherwise of a live claim, the existence of the condition for the exercise of his power and on the qualifications of the Arbitrator or Arbitrators. The Chief Justice or the Judge designated would be entitled to seek the opinion of an institution in the matter of nominating an Arbitrator qualified in terms of Section 11(8) of the Act if the need arises but the order appointing the Arbitrator could only be that of the Chief Justice or the Judge designate. (v) Designation of a District Judge as the authority under Section 11(6) of the Act by the Chief Justice of the High Court is not warranted on the scheme of the Act. (vi) Once the matter reaches the arbitral Tribunal or the Sole Arbitrator, the High Court would not interfere with orders passed by the Arbitrator or the arbitral Tribunal during the course of the arbitration proceedings and the parties could approach the Court only in terms of Section 37 of the Act or in terms of Section 34 of the Act. (vii) Since an order passed by the Chief Justice of the High Court or by the designated Judge of that Court is a judicial order, an appeal will lie against that order only under Article 136 of the Constitution of India to the Supreme Court. (viii) There can be no appeal against an order of the Chief Justice of India or a Judge of the Supreme Court designated by him while entertaining an application under Section 11(6) of the Act. (ix) In a case where an arbitral Tribunal has been constituted by the parties without having recourse to Section 11(6) of the Act, the arbitral Tribunal will have the jurisdiction to decide all matters as contemplated by Section 16 of the Act. (x) Since all were guided by the decision of this Court in Konkan Railway Corporation Ltd. v. Rani Construction Pvt. Ltd., 2002 (2) ALD 14 (SC) : (2002) 2 SCC 388 and orders under Section 11(6) of the Act have been made based on the position adopted in that decision, we clarify that appointments of Arbitrators or arbitral Tribunals thus far made, are to be treated as valid, all objections being left to be decided under Section 16 of the Act.
As and from this date, the position as adopted in this judgment will govern even pending applications under Section 11(6) of the Act. (xi) Where District Judges had been designated by the Chief Justice of the High Court under Section 11(6) of the Act, the appointment orders thus far made by them will be treated as valid; but applications if any pending before them as on this date will stand transferred, to be dealt with by the Chief Justice of the concerned High Court or a Judge of that Court designated by the Chief Justice. (xii) The decision in Konkan Railway Corporation Ltd. v. Rani Construction Pvt. Ltd. (supra), is overruled." 16. Coming to the material available on record the resolution passed at the meeting of the Board of Directors of the 1st respondent-Company on 9.11.2011 reads as under: "Resolved That the Company hereby grant a Power of Attorney in favour of Mr. Vivek M. Achwal, Company Secretary, so as to enable him to attend to various legal matters of the Company and that he be vested thereby with necessary powers to appear on behalf of the Company before the Judicial Authorities/Quasi-Judicial Authorities/Regulatory Bodies including the power to delegate his powers to other officials of the company as may be deemed expedient by him and to execute such documents and papers as may be necessary or expedient in this regard. Resolved Further That the draft of the Power of Attorney to be granted in favour of Mr. Vivek M. Achwal, placed before the meeting be and is hereby approved and that the stamped engrossment thereof be signed on behalf of the Company by Mr. R. Sridhar, Managing Director or Mr. Vinay Kelkar, Executive Director and that the Common Seal of the Company be affixed thereto in the presence of anyone of them, who do witness the same. Resolve Further That the aforesaid Power of Attorney, if necessary, be admitted for Registration with the concerned Sub-Registrar of Assurance by Mr. R. Sridhar, the Managing Director or failing him, by Mr. Vinay Kelkar, Executive Director." 17. According to the learned Senior Counsel, in terms of the above said resolution dated 9.11.2011, Sri Vivek M. Achwal, Company Secretary of the 1st respondent-Company, executed a Power of Attorney on 18.10.2012 in favour of Sri Peethala Jagadeesh, Assistant Credit Manager, functioning at Visakhapatnam.
R. Sridhar, the Managing Director or failing him, by Mr. Vinay Kelkar, Executive Director." 17. According to the learned Senior Counsel, in terms of the above said resolution dated 9.11.2011, Sri Vivek M. Achwal, Company Secretary of the 1st respondent-Company, executed a Power of Attorney on 18.10.2012 in favour of Sri Peethala Jagadeesh, Assistant Credit Manager, functioning at Visakhapatnam. In this context, it may be appropriate to refer to certain clauses in the said Power of Attorney. Clauses (b), (c), (h-1), (h-2), (h-3), (h-5) and (h-8) thereof read as under: "(b) The Company has several branches throughout India and Mr. Peethala Jagadeesh is working as Asst. Credit Manager of the Company at Jagadamba Branch. (c) In order to facilitate the business carried on at the said Branch, the Company proposes to appoint the said Mr. Peethala Jagadeesh as a Constituted Attorney of the Company with the following specific powers and authority and whereas the said Mr. Peethala Jagadeesh of the Jagadamba Branch is liable to be transferred to any other office/Branch in India, therefore, the Company thought it fit to continue and extend the authorisation given to the said Mr. Peethala Jagadeesh to be validly exercised by him in the places where he is likely to be transferred in India. Therefore, the said Mr. Peethala Jagadeesh is hereby nominated and appointed as the true and lawful Attorney of the Company. (h) The said Mr. Peethala Jagadeesh is authorised to do and execute all acts, deeds and things as hereinafter mentioned on behalf of, in the name of and for the Company viz., (1) To commence and prosecute any suit or other civil or criminal proceedings or legal action in any civil or criminal Court of law or Tribunal or Government offices having quasi-judicial powers or Arbitration Panels or Forums and to recover any moneys or other property movable or immovable, to establish any legal right or to enforce any agreement or to claim and recover damages as may be necessary for the benefit of the business of the Company; (2) To defend any suit or other legal proceedings against the Company for recovery of any claim or money or property or any other cause of action. (3) For the purpose aforesaid to sign, declare, verify or affirm plaints, written statement or defence, petitions, affidavits or other applications and other papers as may be required from time to time.
(3) For the purpose aforesaid to sign, declare, verify or affirm plaints, written statement or defence, petitions, affidavits or other applications and other papers as may be required from time to time. (5) To appear before any Court, Judge, Government or other Offices or Authority and to represent the Company in connection with any matter concerning the Company. (8) To file, institute, execute proceedings for execution of the decree and to file necessary affidavits or application therein for effectively conducting the execution proceedings or to file claim petition for and on behalf of the Company." 18. A perusal of the resolution of the Board of Directors of the 1st respondent-Company dated 9.11.2011, in clear and vivid terms shows that the Board of Directors also approved the Power of Attorney executed in favour of Sri Vivek M. Achwal, Company Secretary. It is further clear from a reading of the said resolution that the Company also authorised him to delegate I his powers to other officials of the Company as may be deemed expedient and execute such documents and papers. Obviously in terms of the said resolution, Sri Vivek M. Achwal, Company Secretary, executed the Power of Attorney in favour of Sri Peethala Jagadeesh, Assistant Credit Manager, functioning at Visakhapatnam. According to Clause (h)(1) and (8) as mentioned supra, the power has been given in favour of the Assistant Credit Manager, mentioned supra. The judgments on which the learned Counsel for the appellants seeks to rely upon dealt with the cases where there was no authorisation in favour of the concerned, unlike the present cases. It is also significant to note in this context that the Hon'ble Apex Court in the above referred judgment in United Bank of India v. Naresh Kumar (supra), while dealing with the provision of Order VI Rules 14 and Order XXIX Rule 1 of CPC categorically ruled that where the suits are instituted or defended on behalf of a public Corporation, public interest should not be permitted to be defeated on a mere technicality and as far as possible a substantive right should not be allowed to be defeated on account of a procedural irregularity which is curable.
The Hon'ble Apex Court also further observed that under Order VI Rule 14 CPC a pleading should be signed by the party and its pleader, if any, and as a company is a juristic entity, it is obvious that some person has to sign the pleadings on behalf of the company. The Hon'ble Apex Court also ruled further that even in the absence of any formal letter of authority or Power of Attorney having been executed by a person referred to in Rule 1 of Order 29 can by virtue of the office which he holds, sign and verify the pleadings on behalf of the Corporation. 19. In fact the learned Principal District Judge obviously taking into consideration all the above aspects dismissed the applications filed by the appellants herein. Therefore, in the absence of any infirmity in the said orders passed by the learned Principal District Judge, this Court is not inclined to disturb the said orders to the extent indicated supra. 20. For the aforesaid reasons, all these appeals are dismissed. No costs. 21. As a sequel thereto, miscellaneous petitions, if any pending, shall stand closed.