Maintainability objections may require completed pleadings first when locus standi and facts are both in dispute.

Maintainability objections in a composite company petition under the Companies Acts may turn on a mixed question of law and fact, including locus standi under section 399 and the petitioners' shareholding. In such a situation, the forum may require completion of pleadings through reply and rejoinder before the preliminary objection is effectively decided. The material facts must be placed on record first so that the demurrer can be heard on a proper basis. The note states that the application was partly allowed, with the demurrer to be taken up first after the stipulated pleadings were filed.

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Issues: Whether the application seeking that the demurrer on maintainability be heard first should be allowed and whether the parties should be directed to complete pleadings by filing reply and rejoinder before the demurrer is taken up.

Analysis: The maintainability objection arose in a composite company petition under the Companies Act, 1956 and the Companies Act, 2013, and depended not only on the legal requirement of locus standi under section 399 but also on factual issues relating to the petitioners' shareholding and the allegations in the petition. Since the objection involved a mixed question of law and fact, the relevant facts had to be placed through the reply to the company petition and, if necessary, rejoinder, before the demurrer could be effectively decided. The earlier orders fixing timelines for pleadings were required to be complied with, and the request to have the maintainability objection decided first justified completion of pleadings in the main petition.

Conclusion: The application was partly allowed. The demurrer issue was directed to be heard and decided first, and the respondents were directed to file their reply and the petitioners to file rejoinder within the stipulated time.

Ratio Decidendi: Where maintainability turns on a mixed question of law and fact, the forum may require completion of pleadings before deciding the preliminary objection and may direct the demurrer to be heard first on the basis of those pleadings.

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