Execution of decree cannot fasten personal liability on a managing director without pleaded basis for individual liability.

In execution, the court may construe the decree under section 47 CPC to determine its true import, and a general recital of joint and several liability is not enough to fasten personal liability without a pleaded or adjudicated basis. On the facts, the company was the contracting party and no independent ground was shown to make the managing director personally liable. A director is not personally liable for company debts merely by virtue of office unless the decree and pleadings establish such liability. Accordingly, the managing director's personal properties could not be attached in execution.

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Issues: Whether the executing court could construe the decree under section 47 of the Code of Civil Procedure and, on a true construction of the decree, whether the appellant managing director was personally liable so that his personal properties could be attached in execution.

Analysis: The decree did not disclose any pleaded foundation or judicial discussion establishing personal liability of the appellant in his individual capacity. A general recital that the defendants were jointly and severally liable was not conclusive by itself, and the executing court was entitled to construe the decree to ascertain its precise meaning within the limits of section 47 of the Code of Civil Procedure. On the facts, the company was the contracting party and the materials showed no basis for fastening personal liability on the managing director merely by reason of his office. Directors are not personally liable for company debts unless some independent ground of personal liability is made out.

Conclusion: The appellant was not personally liable for the decretal dues and his personal properties could not be attached in execution. The executing court's view was correct and the contrary order was unsustainable.

Ratio Decidendi: In execution, the court may construe the decree to determine its true import, and a managing director is not personally liable for company debts unless the decree and the pleadings disclose a specific basis for such liability.

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