Res judicata requires identity of parties, subject-matter and final adjudication; earlier Company Law Board proceedings did not bar the suit.

Res judicata under section 11 CPC applies only when the earlier proceeding involved the same parties and subject-matter, was finally decided, and was determined by a forum of competent jurisdiction. Earlier Company Law Board proceedings under sections 408 and 409 of the Companies Act did not finally decide the right claimed in the suit, because part of the matter was held not maintainable, part was not substantiated, and an inspector was appointed to investigate. The suit also sought relief distinct from those earlier proceedings. The bar of res judicata therefore did not operate, and the section 11 application failed.

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Issues: Whether the suit was barred by res judicata under section 11 of the Code of Civil Procedure, 1908 on account of the earlier proceedings before the Company Law Board.

Analysis: For section 11 to apply, the parties must be the same, the subject-matter must be identical, the matter must have been finally decided, and the earlier decision must have been rendered by a court or authority of competent jurisdiction. The earlier Company Law Board proceedings under sections 408 and 409 of the Companies Act did not finally determine the plaintiff's right to be renominated and re-elected as director in the annual general meeting. One part was dismissed as not maintainable, another as not substantiated, and an inspector was appointed to investigate the allegations, which showed that the controversy had not been concluded on merits. The relief sought in the suit was also distinct from the reliefs available in those proceedings.

Conclusion: The bar of res judicata was not attracted, and the application under section 11 of the Code of Civil Procedure, 1908 failed.

Ratio Decidendi: Res judicata applies only where the earlier proceeding involved the same parties, the same subject-matter, a final adjudication, and a decision by a competent forum; absence of identity of subject-matter or final determination prevents the bar from operating.

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