Derivative action cannot be used for partition of company assets or personal reliefs; interlocutory relief was refused.

A derivative action is available only where shareholders sue on behalf of a company to remedy a wrong done to the company within the Foss v. Harbottle exceptions. A plaint that instead seeks partition of company assets and other personal or family reliefs is internally inconsistent and cannot be maintained in derivative form, because such reliefs are not corporate claims. The suit was therefore treated as misconceived and not maintainable as framed, and interlocutory relief was refused with the interim orders vacated.

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Issues: Whether a suit framed as a derivative action by shareholders could be used to seek partition of the assets of several companies and other essentially personal reliefs, and whether interlocutory relief could be granted in aid of such a misconceived claim.

Analysis: A derivative action is an exceptional form of suit in which members sue on behalf of the company to remedy a wrong done to the company where those in control will not act. The relief must therefore belong to the company, and the action must fit within the recognized exceptions to the rule in Foss v. Harbottle. Here, the plaint was internally inconsistent: it purported to be a derivative action for the benefit of multiple companies, yet sought partition of company assets and other personal/family reliefs. Such reliefs were not corporate claims capable of being pursued in a derivative action. The framing of the suit, the cause-title, and the prayers were found to be mutually destructive of the asserted basis of action.

Conclusion: The suit was held to be misconceived and not maintainable in the form presented. Interlocutory relief was therefore refused and the application was dismissed with costs, with the interim orders vacated.

Ratio Decidendi: A derivative action cannot be used to obtain partition or other personal reliefs in respect of company assets; only a corporate wrong capable of being enforced on behalf of the company may be pursued in that form.

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