Balance-sheet acknowledgment can bind a company to a family settlement and support liability for an admitted debt.

A company may be bound by a family settlement and partition agreement, even if not signed in its name, where later conduct and corporate records show acceptance or ratification of the liability. Balance-sheet entries describing the sum as a current liability, together with notes reflecting acceptance of assets and liabilities under the settlement, were treated as strong evidence of acknowledgment of debt. A bare denial in reply, unsupported by facts, was rejected, and an ultra vires objection raised without proper factual foundation was not entertained. On that basis, the company was treated as having acknowledged the debt and its refusal to pay as unjustified.

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Issues: Whether the family settlement and partition agreement, and the liabilities recorded in the company's balance-sheets, bound the company so as to justify winding up for non-payment of the admitted debt.

Analysis: The agreement was not signed in the company's name, but the company's later conduct was treated as decisive. Earlier proceedings had already held the agreement binding on the company, and that finding was given weight. The balance-sheets expressly recorded the amount payable under the family settlement as a current liability, and related notes showed acceptance of assets and liabilities under the settlement. No satisfactory explanation was offered for those entries, and an adverse inference was drawn that the balance-sheets were prepared through the company's proper corporate process. The denial of liability in reply was rejected, and the plea that the arrangement was ultra vires was not entertained because it was raised without proper factual foundation.

Conclusion: The company was held bound by the family settlement and to have acknowledged the debt, and its refusal to pay was found unjustified.

Ratio Decidendi: A company may be bound by an agreement entered into without formal signature where its subsequent conduct, corporate records, and balance-sheet acknowledgments show acceptance or ratification of the liability; a bare denial unsupported by facts will not defeat a winding-up petition based on an admitted debt.

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