Territorial jurisdiction cannot rest on a solicitor's opinion to a client; vexatious pleadings may be struck out and the plaint rejected.

A third party could not found territorial jurisdiction or an independent cause of action on a legal opinion rendered by a solicitor to its client, where the substantive dispute lay elsewhere and no part of the cause of action arose in the chosen forum. Allegations attacking that opinion as mala fide or improper were held unnecessary, scandalous and vexatious, and were liable to be struck out under Order 6 Rule 16 CPC. As no real cause of action was disclosed against the second defendant, the plaint was not maintainable against that defendant and the second defendant's name was liable to be struck off.

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Issues: (i) Whether the leave granted to institute the suit within the court's territorial jurisdiction was liable to be revoked on the ground that no part of the cause of action arose there. (ii) Whether the pleadings against the second defendant were unnecessary, scandalous, frivolous or vexatious and liable to be struck out. (iii) Whether the plaint disclosed any cause of action against the second defendant and whether the second defendant's name was liable to be struck off.

Issue (i): Whether the leave granted to institute the suit within the court's territorial jurisdiction was liable to be revoked on the ground that no part of the cause of action arose there.

Analysis: The plaint was founded on the legal opinion given by the second defendant at Chennai, but the substantive dispute concerned the bank's resolution and the plaintiff's removal as director, with the bank's registered office at Tuticorin. The earlier suit on the same cause of action had already been withdrawn with liberty to file afresh before the proper forum, and the court found that the second defendant had been added only to create a supposed connection with Chennai. An opinion rendered by a solicitor to its client was held not to constitute a cause of action for a third party, and the territorial jurisdiction could not be manufactured on that basis.

Conclusion: The leave was liable to be revoked.

Issue (ii): Whether the pleadings against the second defendant were unnecessary, scandalous, frivolous or vexatious and liable to be struck out.

Analysis: Under Order 6 Rule 16 of the Code of Civil Procedure, matter in a pleading may be struck out if it is unnecessary, scandalous, frivolous, vexatious, prejudicial, or an abuse of process. The court held that the allegations attributing mala fides, perversity and improper conduct to the solicitor's opinion were irrelevant to the maintainable controversy, were aimed at maligning the second defendant, and were not necessary for adjudication of the suit. Such averments were found to be offensive and vexatious rather than material pleadings.

Conclusion: The impugned pleadings were liable to be struck out.

Issue (iii): Whether the plaint disclosed any cause of action against the second defendant and whether the second defendant's name was liable to be struck off.

Analysis: The opinion of the second defendant was addressed only to the bank, with no privity of contract between the plaintiff and the second defendant. The court held that professional communications of this nature were protected and could not be converted into an actionable wrong at the instance of a third party. Since the plaint did not disclose any real cause of action against the second defendant, the plaint was not maintainable as against that defendant and the presence of the second defendant in the suit was found to be unnecessary.

Conclusion: The plaint was liable to be rejected against the second defendant and the second defendant's name was liable to be struck off.

Final Conclusion: The applications filed by the defendants succeeded on the jurisdictional and pleading objections, while the plaintiff's interim applications failed.

Ratio Decidendi: A third party cannot found territorial jurisdiction or an independent cause of action on a legal opinion rendered by a solicitor to its client, and pleadings that merely attack such opinion without a legally cognisable claim may be struck out and the plaint rejected as against that defendant.

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