Corporate authority to sue and city tenant protection fail where no board resolution and tenancy is of a building, not land alone

A company suit filed by a director without a board resolution was treated as incompetent because Order 29 Rule 1 CPC permits verification of pleadings but does not itself authorise institution of proceedings; the suit was therefore held not maintainable. The tenant also failed to obtain protection under the Tamil Nadu City Tenants Protection Act because that statutory right applies only where the tenancy is of land alone and the tenant has put up the superstructure. As the property was held to be a tenancy of a building with appurtenant land, relief under section 9 was unavailable and the possession decree was set aside.

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Issues: (i) Whether a suit instituted by a director of a company without a board resolution authorising her to file it was maintainable. (ii) Whether the tenant was entitled to the protection of the Tamil Nadu City Tenants Protection Act and to an order under section 9 thereof.

Issue (i): Whether a suit instituted by a director of a company without a board resolution authorising her to file it was maintainable.

Analysis: Order 29, rule 1 of the Code of Civil Procedure, 1908 permits specified officers to sign and verify pleadings, but it does not itself confer authority to institute a suit on behalf of a corporation. Where the plaint contains no averment of authorisation and no resolution is produced to show conferral of power on the director, the institution of the suit is an initial defect going to the root of the matter. The objection was held to be available in appeal because the record did not show that the defence had been consciously given up or not pressed in the trial court.

Conclusion: The suit was held not maintainable for want of authorisation to institute it.

Issue (ii): Whether the tenant was entitled to the protection of the Tamil Nadu City Tenants Protection Act and to an order under section 9 thereof.

Analysis: The statutory protection applies only where the lease is of land and the tenant has put up the superstructure. On the evidence, the demised property was a single tenancy of a building with appurtenant land, and not a lease of land alone. Since the tenancy was not confined to land, the tenant could not invoke the statutory right to purchase the land under section 9.

Conclusion: The tenant was held not entitled to the benefits of the Tamil Nadu City Tenants Protection Act or to relief under section 9.

Final Conclusion: The decree of the trial court was set aside, the suit for recovery of possession was dismissed, and the tenant's application under section 9 of the Tamil Nadu City Tenants Protection Act also failed.

Ratio Decidendi: A suit on behalf of a company must be instituted by a person duly authorised by a board resolution, and the tenant protection under the Tamil Nadu City Tenants Protection Act is available only where the lease is of land alone.

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