Corporate standing requires express company authorisation; a director cannot sue for company rights without it, and the plaint was rejected.

A director cannot institute litigation for a company merely by virtue of office unless the company has expressly authorised him to do so. Because the reliefs sought concerned the internal affairs and board actions of two separate companies, and the plaintiff neither held shareholding nor showed authority to sue on their behalf, the plaint disclosed no maintainable cause of action in his own capacity. The civil suit was therefore held not maintainable and the plaint liable to rejection under Order VII Rule 11(a) of the Code of Civil Procedure, 1908.

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Issues: Whether the civil suit, filed by a director without express authorisation from the company, was maintainable and whether the plaint was liable to be rejected for want of locus standi.

Analysis: The reliefs claimed were directed at protecting the interests of two distinct companies and at challenging their internal management and board actions. The plaintiff did not hold shareholding in the companies and did not show any authorisation from the companies to sue on their behalf. A company is a separate legal entity, and a director cannot, merely by virtue of office, institute litigation for the company unless duly empowered to do so. In the absence of such authority, the plaintiff could not assume the position of the company and pursue claims that belonged to it. The suit therefore disclosed no maintainable cause of action in the plaintiff's own capacity and attracted rejection of the plaint.

Conclusion: The suit was not maintainable and the plaint was liable to be rejected under Order VII Rule 11(a) of the Code of Civil Procedure, 1908.

Final Conclusion: The civil suit was dismissed because the plaintiff lacked the requisite standing to sue on behalf of the companies whose affairs he sought to litigate.

Ratio Decidendi: A director cannot maintain a suit on behalf of a company without express authorisation from the company, and where the plaint is founded on such unauthorised assertion of corporate rights, it is liable to rejection for want of a valid cause of action in the plaintiff.

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