1932 (3) TMI 22 - HC - Indian Laws

Appeal Dismissed Due to Nonregistration Issue; Company Held Liable as Undisclosed Principal

The Official Liquidator of M.E. Moola Sons, Ltd. Versus Perin R. Burjorjee

The appellant's attempt to raise the question of nonregistration of the agreement for the first time before the tribunal of last resort was dismissed. The ... - Issues Involved:1. Whether the appellant should be allowed to raise the question of the registration of the agreement for the first time before the tribunal of last resort.2. Whether the agreement required registration under the Indian Registration Act.3. The effect of nonregistration on the respondent's right to claim damages.4. Whether the company was the undisclosed principal of Moolla in relation to the agreement of 27th July 1921.Detailed Analysis:1. Whether the appellant should be allowed to raise the question of the registration of the agreement for the first time before the tribunal of last resort:The appellant contended that the agreement of 27th July 1921 required registration under the Indian Registration Act and, as it was not registered, it could not be used for any purpose. This point was raised for the first time before His Majesty in Council. The judgment referenced Connecticut Fire Insurance Co. v. Kavanagh, stating that when a question of law is raised for the first time in a Court of last resort upon the construction of a document or upon facts either admitted or proved beyond controversy, it is competent and expedient in the interests of justice to entertain the plea. However, the court must be satisfied that the evidence establishes beyond doubt that the facts, if fully investigated, would have supported the new plea. The court found that the circumstances in which the appellant's petition was launched were unclear, and the parties were not agreed upon the facts. Therefore, it was not in accordance with the principles to consider the point of nonregistration at this stage for the first time.2. Whether the agreement required registration under the Indian Registration Act:Section 49 of the Registration Act states that no document required by Section 17 to be registered shall affect any immovable property comprised therein or be received as evidence of any transaction affecting such property unless it has been registered. The court noted that the agreement had been admitted throughout the proceedings and was first put in by the appellant. The proceedings did not affect any immovable property, as the immovable property affected by the agreement had long since passed out of the picture. The only claim was a personal one for damages for breach of an admitted contract against an alleged undisclosed principal. Therefore, the court deemed it unnecessary to consider the necessity for registration.3. The effect of nonregistration on the respondent's right to claim damages:Since the court decided not to entertain the question of nonregistration, it did not delve into the effect of nonregistration on the respondent's right to claim damages. The focus remained on whether the company was the undisclosed principal of Moolla.4. Whether the company was the undisclosed principal of Moolla in relation to the agreement of 27th July 1921:The trial judge initially held that Moolla had entered into the agreement as principal and had afterwards transferred the benefit of it to the company. The appellate court reversed this decision, holding that the company was the undisclosed principal and was liable to the respondent. The court considered contemporary documents and found nothing in Moolla's conduct inconsistent with the view that he acted as the company's agent throughout. Moolla's own evidence was obscure and contradictory. The appellate side reached a correct conclusion upon the issue of fact, determining that the company was indeed the undisclosed principal of Moolla.Conclusion:The appeal was dismissed with costs, and the court advised His Majesty accordingly. The court upheld the appellate court's finding that the company was the undisclosed principal of Moolla and rejected the appellant's attempt to raise the question of nonregistration for the first time at this stage.