1. Ahmed Abdulla Ahmed Al Ghurair (through Their Power Of Attorney Holder Mr. Bartholomew Kamya v. Star Health And Allied Insurance Company Limited
Merely, because the dispute is about those shares which are issued by Indian Company would not lead to the conclusion that cause of action has arisen in India. It is obvious that insofar as Defendant No. 1/Indian Company is concerned it has nothing to do with the dispute. The relief of declaration which is sought is that Defendant Nos. 3 to 7 are not the real owners of such shares and its actual/beneficial owner is Defendant No. 2. Such a dispute would not bring jurisdiction of Chennai courts simply because Defendant No. 1/Indian Company has its registered office in Chennai. Even if it is presumed that the plaintiffs ultimately succeed in their action, when brought in a competent court in Dubai, and a declaration of the aforesaid nature is given by the said court, Defendant No. 1 can always act thereupon.
Since Defendant No. 1 is an Indian Company incorporated in the Indian laws having its registered office at Chennai, in the first blush, arguments of the plaintiff may appear to be sound that for such a declaration the suit can be filed in Chennai. However, on going through the real dispute between the parties, which emerges out of the plaintiff as well, it would become manifest that the dispute between the plaintiffs 32 on the one hand and Defendant Nos. 3 to 7 on the other hand pertains to the affairs of the Defendant no. 2 Company and in respect of which cause of action has not arisen in Chennai and such a dispute has to be sorted out by the parties between themselves by filing appropriate proceedings in Dubai, UAE only.
Companies Act, 2013 - Sections 89 (1) & (8)
As per sub-section (1) of Section 89, a person whose name is entered in the register of Members of the Company as the holders of shares in that Company but does not hold beneficial interest in such shares, he shall make declaration within the prescribed time to the Company specifying the name and address of the person who hold the beneficial interest.
Sub-section (8) provides that if such a declaration is not made right in this behalf cannot be enforced by other person claiming through the beneficial owner.
Prima facie, it appears that court in India on the application of the aforesaid provision would not be in a position to give any relief to the plaintiffs in the instant suit. The High Court has discussed in detail the nature of derivative action as well as the meaning that is to be ascribed to the term ‘beneficial interest’. It is rightly pointed out that the suit for derivative action is an exception to the general principle of locus. It can be claimed only in a particular situation. Such a situation has to be seen contextually from the point of view of the entity, on whose behalf the suit is filed. Incidentally, the inter se relationship between the plaintiffs and the beneficial owner, which may be a company is also of relevance. It may involve a case of deceit, fraud, inability or incapacity. However, the fundamental factor to be considered is the relationship between the plaintiff and the party, which the plaintiff seeks to represent.
Indian Trust Act, 1882 - Section 3 - ‘Beneficial interest’ - Definition of.
There are two parties involved in an issue governing beneficial interest. One is a beneficiary named as ‘beneficial owner’ and the other is the owner named as ‘registered owner’ being the trustee of the property or the asset in question. Thus, one can deduce the underlining principle that the ownership is nonetheless legal over the trust property, which vests on him but he also acts as a trustee of the beneficiary. A beneficial owner may include a person who stands behind the registered owner when he acts like a trustee, legal representative or an agent.
For applying the principles governing a derivative action one fundamental test has to be passed, viz., such an action will necessary have the sanction of law and this shall have no obligation to a foreign entity having beneficial interest which can be enforced in India especially when there are provisions dealing with such a situation. While considering the territorial jurisdiction over a suit initiated to protect the beneficial interest, the issue qua the existence of such an interest can only be decided on the condition that the same is amenable to such a jurisdiction.
Case Number : C.A. No. 9786-9799 of 2018 26-11-2018
Petitioner's Advocate : S.S. Shroff
Bench : Hon'ble Mr. Justice A. K. Sikri, Hon'ble Mr. Justice S. Abdul Nazeer
Judgment By : Hon'ble Mr. Justice A. K. Sikri
2. State of Madhya Pradesh v. Abhijit Singh Pawar
Service Law - Criminal Case - Even after the disclosure is made by a candidate, the employer would be well within his rights to consider the antecedents and the suitability of the candidate. While so considering, the employer can certainly take into account the job profile for which the selection is undertaken, the severity of the charges levelled against the candidate and whether the acquittal in question was an honourable acquittal or was merely on the ground of benefit of doubt or as a result of composition.
There is nothing on record to suggest that the decision taken by the concerned authorities in rejecting the candidature of the respondent was in any way actuated by mala fides or suffered on any other count. The decision on the question of suitability of the respondent, in our considered view, was absolutely correct and did not call for any interference.
Case Number : C.A. No. 11356 of 2018 26-11-2018
Petitioner's Advocate : Rajesh Srivastava
Bench : Hon'ble Mr. Justice Uday Umesh Lalit, Hon'ble Mr. Justice R. Subhash Reddy
Judgment By : Hon'ble Mr. Justice Uday Umesh Lalit
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