Madhya Pradesh High Court
The United Christian Missionary ... vs The State Of Madhya Pradesh on 10 January, 2023
Author: Maninder S. Bhatti
1
IN THE HIGH COURT OF MADHYA PRADESH
AT JABALPUR
BEFORE
HON'BLE SHRI JUSTICE MANINDER S. BHATTI
ON THE 10 th OF JANUARY, 2023
REVIEW PETITION No. 1195 of 2022
BETWEEN:-
1. THE UNITED CHRISTIAN MISSIONARY SOCIETY
THROUGH SHRI SUHINDRA NILESH SINGH S/O
LATE SURENDRA SINGH AGED ABOUT 39 YEARS
VICE PRESIDENT DIOCESE OF JABALPUR
CHURCH OF NORTH INDIA R/O 926 NORTH CIVIL
LINES JABALPUR (MADHYA PRADESH)
2. THE UNITED CHURCH OF NORTHEN INDIA TRUST
A S S O C I A T I O N THROUGH AUTHORIZED
SIGNATORY SHRI SUHINDRA NILESH SINGH S/O
LATE SURENDRA SINGH AGRD ABOUT 39 YEARS
VICE PRESIDENT INDIA R/O 926 NORTH CIVIL
LINES JABALPUR (MADHYA PRADESH)
.....PETITIONERS
(BY SHRI ANSHUMAN SINGH - ADVOCATE WITH SHRI ANUJ
SHRIVASTAVA - ADVOCATE )
AND
1. THE STATE OF MADHYA PRADESH THROUGH
PRINCIPAL SECRETARY DEPARTMENT OF
REVENUE VALLABH BHAWAN BHOPAL (MADHYA
PRADESH)
2. THE ADDITIONAL COLLECTOR JABALPUR,
DISTRICT JABALPUR (MADHYA PRADESH)
3. THE SUB DIVISIONAL OFFICER (REVENUE), OMTI,
DISTRICT-JABALPUR (MADHYA PRADESH)
4. THE TEHSILDAR, RANJHI, DISTRICT-JABALPUR
(MADHYA PRADESH)
.....RESPONDENTS
(BY SHRI PRASHANT SINGH - ADVOCATE GENERAL ASSISTED WITH
SHRI BHARAT SINGH - ADDITIONAL ADVOCATE GENERAL AND SHRI
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AMIT SETH - DEPUTY ADVOCATE GENERAL )
Signed by: SAVITRI PATEL
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2
This petition coming on for admission this day, th e court passed the
following:
ORDER
This is a review petition filed by the petitioners seeking review of the
order dated 24.10.2022 passed in W.P.No.23597/2022 contained in Annexure
A/2.
Learned counsel for the petitioners contends that the petitioners by filing
the said petition had assailed an order dated 23.09.2022 (Annexure P/9), passed
by Additional Collector, Jabalpur whereby the application filed by the
petitioners for renewal of lease was rejected and it was proposed that right of
re-entry would be exercised. The said writ petition has been dismissed by this
Court on the ground that the petition on behalf of Association is not
maintainable in view of the fact that there is no resolution on record to establish
that the members of Association have taken a decision to authorize the
petitioner No.2 to file the writ petition and this Court further extended liberty to
the petitioners to avail the statutory alternative efficacious remedy. Counsel
further contends that in the present case, this Court did not consider the
specific averments made in the petition to the effect that petitioner No.2 (The
United Church of Northern India Trust Association) is a registered company
under the provisions of Companies Act, 1956 having its head quarter at Omega,
19 August Kranti Marg, Mumbai 400007.
It is contended by the counsel for the petitioners that there was an
authority letter which was filed along with Annexure P/1 and the same was in
favour of Mr. Brucelee Thangadurai, Moderator's Commissary, Jabalpur
Diocese, Church of North India. It is further contended by the counsel for the
petitioners that the said authorization letter was an offshoot of minutes of
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meeting of the Committee of Management of United Church of Northern India
Trust Association. The said minutes have been brought on record as Annexure
A/3 with the review petition and a copy of General Power of Attorney has also
been brought on record as Annexure A/4 which has been issued in favour of
Mr. Sanjay Ezekiel Singh. Mr. Sanjay Ezekiel Singh issued authority letter in
favour of Mr. Brucelee Thangadurai, Moderator's Commissary, Jabalpur
Diocese, Church of North India which was produced on record with writ
petition as Annexure P/1. Thus, counsel submits that this Court ought to have
appreciated the aspect that the petitioner No.2 is a company and the person
who sworn in affidavit was duly authorized and the authorization was issued on
the basis of minutes of the Committee of Management meeting which have been
brought on record as Annexure A/3. Thus, counsel submits that in terms of the
law laid down by the Supreme Court in the case of United Bank of India vs.
Naresh Kumar and Others reported in (1996) 6 SCC 660, the petition was
maintainable and could not have been dismissed on the ground of
maintainability.
It is further contended by the counsel for the petitioners that if there is
misconception of law by the Court or the counsel, the same is a permissible
ground in terms of Order 47 Rule 1 of C.P.C. and accordingly, the reliance is
placed on the decision of Apex Court in the case of Board of Control For
Cricket in India and Another reported in (2005) 4 SCC 741. It is contended
by the counsel that even the alternative remedy is no bar to entertain the petition
inasmuch as, there was no opportunity of hearing before passing the impugned
order dated 23.09.2022. To substantiate this contention, reliance is placed on
the decision of Apex Court in the case of Express Newspapers Pvt. Ltd. and
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Others vs. Union of India and others reported in (1986) 1 SCC 133 and also
in the decision of Apex Court in the case of State of U.P. and Others vs.
Maharaja Dharmandra Prasad Singh and Others reported in (1989) 2 SCC
It is further submission of counsel that the order impugned was issued
under Section 182 of the MPLRC, hence the same could not have been passed
without extending opportunity of hearing to the petitioners.
Counsel for the petitioners contends that in the present case, as the
respondent No.2 was holder of a lease which was brought on record along with
the petition as Annexure P/2 and renewal of the same was applied by the
petitioners, thus, without extending any opportunity of hearing to the petitioners,
the renewal could not have been declined and right to re-entry could not have
been exercised. Thus, counsel submits that the impugned order deserves to be
recalled and the petition is to be heard afresh on merit.
Per contra, learned Advocate General submits that the present review
petition is grossly misconceived and the petitioners are making a futile attempt
to advance the submissions on merit which is not permissible in view of the
limited scope of review jurisdiction. It is further contended by the Advocate
General that the petitioners herein assailing the order dated 24.10.2022 passed in
W.P.No.23597/2022 had filed a Writ Appeal also before this Court. The said
writ appeal i.e. W.A.No.1364/2022 was dismissed as withdrawn vide order
dated 02.11.2022 (Annexure A/6) with liberty to pursue such remedy as
available in law. It is contended by the Advocate General that the Division
Bench did not grant any liberty to file the review petition. It is contended by
Shri Prashant Singh, Advocate General that this review petition has been filed
under the garb of order dated 02.11.2022 in W.A.1364/2022 (Annexure A/6)
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whereas in the said order, no liberty was extended to the petitioners to file a
review petition, Thus submits that the review petition is liable to be dismissed
on this count alone.
It is further contended by the Advocate General that in the present case,
the Authority Letter which was filed along with the petition was seriously
disputed by the State and the said objection was considered in paragraph 3 of
the order by this Court. The present review petition has now been filed along
with an Authority Letter dated 04.11.2022 which is in favour of one Mr. Sameer
I. Khimla, Moderator's Episcopal Commissary, Diocese of Jabalpur, Church of
North India thus, again in this review petition also there is no resolution by the
company so as to empower the person who is swearing affidavit in support of
the Review Petition. The counsel while referring to Section 2(10) of the
Companies Act submits that the company is a juristic person and therefore, the
filing of writ petition is only permissible within the scope of Section 21 of the
Companies Act. Thus, counsel submits that the present review petition which is
an attempt to re-open the issue on merits, is not maintainable and deserves to be
dismissed.
Heard rival submissions of both the parties and perused the record.
Though counsel for the petitioners has advanced submissions on merits
of the case as well but as the review petition is only confined to the order
passed in the original writ petition, the same are not being dealt with inasmuch
as the merit of the case is not to be considered in the present review petition.
The contention of the counsel for the petitioners that the order is now
needs to be examined in the light of the judgment of the Apex Court in the case
of United Bank of India vs. Naresh Kumar and Others reported in (1996) 6
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SCC 660.
The Apex Court, in the said case in paragraphs 10 and 11 has held as
under:-
"10. It cannot be disputed that a company like the appellant can sue and
be sued in its own name. Under Order 6 Rule 14 of the Code of Civil
Procedure a pleading is required to be signed by the party and its pleader,
if any. As a company is a juristic entity it is obvious that some person has
to sign the pleadings on behalf of the company. Order 29 Rule 1 of the
Code of Civil Procedure, therefore, provides that in a suit by or against a
corporation the Secretary or any Director or other Principal Officer of the
corporation who is able to depose to the facts of the case might sign and
verify on behalf of the company. Reading Order 6 Rule 14 together with
Order 29 Rule 1 of the Code of Civil Procedure it would appear that even
in the absence of any formal letter of authority or power of attorney
having been executed 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. In addition thereto and dehors Order 29 Rule 1 of the
Code of Civil Procedure, as a company is a juristic entity, it can duly
authorise any person to sign the plaint or the written statement on its
behalf and this would be regarded as sufficient compliance with the
provisions of Order 6 Rule 14 of the Code of Civil Procedure. A person
may be expressly authorised to sign the pleadings on behalf of the
company, for example by the Board of Directors passing a resolution to
that effect or by a power of attorney being executed in favour of any
individual. In absence thereof and in cases where pleadings have been
signed by one of its officers a corporation can ratify the said action of its
officer in signing the pleadings. Such ratification can be express or
implied. The court can, on the basis of the evidence on record, and after
taking all the circumstances of the case, specially with regard to the
conduct of the trial, come to the conclusion that the corporation had
ratified the act of signing of the pleading by its officer.
11. The courts below could have held that Shri L.K. Rohatgi must have
been empowered to sign the plaint on behalf of the appellant. In the
alternative it would have been legitimate to hold that the manner in which
the suit was conducted showed that the appellant-Bank must have ratified
the action of Shri L.K. Rohatgi in signing the plaint. If, for any reason
whatsoever, the courts below were still unable to come to this conclusion,
then either of the appellate courts ought to have exercised their
jurisdiction under Order 41 Rule 27(1)(b) of the Code of Civil Procedure
and should have directed a proper power of attorney to be produced or
they could have ordered Shri L.K. Rohatgi or any other competent person
to be examined as a witness in order to prove ratification or the authority
of Shri L.K. Rohatgi to sign the plaint. Such a power should be exercised
by a court in order to ensure that injustice is not done by rejection of a
genuine claim."
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Signed by: SAVITRI PATEL
Signing time: 1/17/2023
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A perusal of the aforesaid reflects that the Supreme Court observed that
a petition can be filed by a person on behalf of the company who has been
authorized by way of a power of attorney.
In the present case, the writ petition being W.P.No.23597/2022 was filed
on the basis of an authority letter dated 12.10.2022 issued in favour of Mr.
Brucelee Thangadurai, Moderator's Commissary, Jabalpur Diocese, Church of
North India. Along with the said writ petition, no resolution or any other
document was filed however, now along with the review petition, minutes of the
Committee of Management contained in Annuxure A/3 have been brought on
record and a perusal of the said minutes reflect that there is a decision by the
Management Committee of United Church of Northern India Trust Association
to execute a General Power of Attorney in favour of Mr. Sanjay E. Singh. The
petitioners have not filed any resolution by the Board of Directors nor there are
any averments in the petition to the effect that the Management Committee of
the petitioner No.2/company in fact is the Board of Directors.
In terms of the provisions of Section 2(10) of Companies Act, the Board
of Directors in relation to a company means the collective body of the directors
of the company. It is also important that the authentication of documents,
proceedings and contracts may be signed by any Key Managerial person or any
Officer or Employee of the company duly authorized by the Board in this
behalf. Thus, in the light of the judgment of the Apex Court in United Bank of
India (supra), if the contention of the petitioners is cogitatively pondered over,
the same would reveal that the petitioners have not pleaded the Managing
Committee in fact is Board of Directors. The Companies Act, 1956 contain no
provision regarding Committee of Management or constitution thereof.
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Undisputedly, in terms of the law laid down by the Apex Court, even on the
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basis of authority letter as well a person can represent the company which is a
juristic entity, but there has to be Authority in favour of such a person by the
Board.
In the present case, there is failure on the part of the petitioner to
demonstrate that in terms of the provisions of the Companies Act as well as the
Memorandum of Association, a Board has been constituted and the Board is
then empowered to take decision in terms of Section 2(10) as well as Section
21 of the Companies Act, 1956. It is also important that the statute has taken
care of the different types of company and thus, in Scheduled-I of Companies
Act, there are provisions of Memorandum of Association of different types of
Companies and also Article of Association of Companies of the different
categories.
The petitioners have not brought on record as to who are director of the
company. No memorandum of Association or Article of Association have been
brought on record by the petitioners', thus, Annexure A/3 filed along with a
review petition, is not a resolution by the Board of Director, on the contrary, the
same is extract of the minutes of the meeting of Management Committee. There
are no averments in writ petition or even in the review petition that the
Management Committee is in fact Board of Director of the petitioner No.2. It is
also not clarified by the petitioners that as to how, when an authority letter was
issued in favour of Mr. Brucelee Thangadurai, Moderator's Commissary,
Jabalpur Diocese, Church of North India who sworn in affidavit in support of
the writ petition, again another authority letter in favour of Mr. Sameer I. Khimla
dated 04.11.2022 (Annexure A/1) has been issued and Annexure A/1 nowhere
speaks about the cancellation of earlier authority letter dated 12.10.2022. Again
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the authority letter which has been filed as Annexure A/1 with the review petition
is also nowhere speaks about any resolution of the Board of Director. Thus,
this Court rightly came to a conclusion that there is no authorization in favour of
petitioner No.2 to file the present petition.
In view of the aforesaid, as there is failure on the pert of the petitioner to
point out the error apparent on the record and particularly in view of the fact
that as the writ appeal against the order dated 24.10.2022 in
W.P.No.23597/2022 has been dismissed as withdrawn by the review petitioners
and after withdrawal of the same, this review petition is not maintainable.
Thus, since the scope of review is very limited and it is also trite that
review can only be entertained when there is an error apparent on the face of
record and the same has resulted in miscarriage of justice.
The Apex Court in paragraph 9 in the case of Meera Bhanja (Smt)Vs.
Nirmala Kumari Choudhary reported in 1995 (1) SCC 170 has held as
under:
"9. Now it is also to be kept in view that in the impugned
judgment, the Division Bench of the High Court has clearly
observed that they were entertaining the review petition only on the
ground of error apparent on the face of the record and not on any
other ground. So far as that aspect is concerned, it has to be kept
in view that an error apparent on the face of record must be such
an error which must strike one on mere looking at the record and
would not require any long-drawn process of reasoning on points
where there may conceivably be two opinions. We may usefully
refer to the observations of this Court in the case of Satyanarayan
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Laxminarayan Hegde v. Mallikarjun Bhavanappa Tirumale [AIR
1960 SC 137 : (1960) 1 SCR 890] wherein, K.C. Das Gupta, J.,
speaking for the Court has made the following observations in
connection with an error apparent on the face of the record:
A n error which has to be established by a long-drawn
process of reasoning on points where there may conceivably be two
opinions can hardly be said to be an error apparent on the face of
the record. Where an alleged error is far from self-evident and if
it can be established, it has to be established, by lengthy and
complicated arguments, such an error cannot be cured by a writ
of certiorari according to the rule governing the powers of the
superior court to issue such a writ."
In the considered view of this Court as there is failure on the part of the
petitioners to point out the error apparent on the record, no interference is
warranted.
The Advocate General has submitted that in terms of the Revenue Books
Circular, order dated 23.09.2022 was passed by Additional Collector Jabalpur
which was sought to be impugned in the petition whereas there is a remedy in
Clause-145 of the Revenue Book Circular to submit the representation before
the Commissioner. Even, for submission of such a representation, but there has
to be proper authority in terms of the provisions of Companies Act, 1959.
Therefore, the petitioners are at liberty to avail the alternative remedy as
observed by this Court in Writ Petition.
Accordingly, without adverting to other contentions advanced by both
the parties in respect of merits of the matter, the present review petition stands
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dismissed. No order as to costs.
(MANINDER S. BHATTI)
JUDGE
sp
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