Pleading amendment and interim protection over disputed shares allowed where the real controversy stayed unchanged and trial was necessary.

An amendment clarifying the true subject matter of the suit was permitted because the share identification error arose from an apparent interchange of company names, the dispute remained unchanged, and the case was still at an early stage. Interim protection over the disputed shares was continued because the record disclosed a serious factual controversy over whether the transaction was a secured loan or an outright sale, making trial necessary. The Court found a prima facie case, balance of convenience, and irreparable injury, but balanced equities by requiring deposit of the admitted amount with interest and an undertaking to compensate any loss.

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Issues: (i) Whether the plaint and the application for interim relief could be amended to correctly identify the shares forming the subject matter of the suit. (ii) Whether the plaintiffs were entitled to interim protection restraining dealing with the shares pending trial, and on what terms.

Issue (i): Whether the plaint and the application for interim relief could be amended to correctly identify the shares forming the subject matter of the suit.

Analysis: The discrepancy in the pleadings arose from an apparent interchange of the names of two group companies in the memo of parties and related averments. The shares in question were otherwise identified from the surrounding pleadings and documents as those of the company whose shares were listed and dealt with in the transaction. The suit was at an early stage and issues had not yet been framed. The proposed correction was directed only to clarifying the true subject matter and did not alter the underlying controversy.

Conclusion: The amendment was allowed and the amended plaint was taken on record.

Issue (ii): Whether the plaintiffs were entitled to interim protection restraining dealing with the shares pending trial, and on what terms.

Analysis: The material before the Court showed a serious dispute whether the transaction was a loan secured by shares or an outright sale. The documents, disclosures, market valuation, manner of payment, and surrounding circumstances did not permit a summary rejection of the plaintiffs' case at the interlocutory stage. The Court found that the matter required trial and that the plaintiffs had made out a case on the ingredients of prima facie case, balance of convenience, and irreparable injury. Since the plaintiffs themselves acknowledged that money had been received, equitable protection was also shaped by requiring deposit of the admitted amount with interest and by obtaining an undertaking to compensate any loss caused to the defendants.

Conclusion: Interim restraint against dealing with the shares was continued during the suit, subject to deposit of the amount due with interest and filing of the undertaking.

Final Conclusion: The applications were substantially accepted, the pleadings were corrected, and interim preservation of the disputed shares was continued pending trial on conditions safeguarding both sides.

Ratio Decidendi: An amendment clarifying the true subject matter of the suit may be allowed at an early stage where it does not change the real controversy, and interim injunction can be granted where the dispute requires trial and the equities justify protection of the subject matter on terms balancing both parties' interests.

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