Section 4 applies only to associations with joint control; profit sharing alone does not bar suit against contracting parties.

Section 4 of the Indian Companies Act applies only where an association or partnership carries on business with joint control or management; mere contractual profit sharing without joint management or sharing of losses does not constitute such an association, so a suit framed solely against the named association was not maintainable. Because the pooling contract lacked joint control, appointment of common officers and loss sharing, the defendants party to that contract were not protected by Section 4 and the plaintiff's claim against specific contracting parties could proceed as to those parties. An application to amend the plaint to implead individual members of the illegal association was refused as discretionary relief due to timing, membership uncertainty and complicating ancillary issues.

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Issues: (i) Whether the suit as framed was maintainable against the 'Om Press' (an association) under Section 4 of the Indian Companies Act; (ii) Whether the four parties to the pooling contract constituted a partnership or association carrying on business within the meaning of Section 4 of the Indian Companies Act, thereby barring suit against the other parties; (iii) Whether the plaintiff should be permitted to amend the plaint to sue individual members of the 'Om Press'.

Issue (i): Whether the suit as framed was maintainable against the 'Om Press' (an association) under Section 4 of the Indian Companies Act.

Analysis: Section 4 of the Indian Companies Act prohibits unregistered associations/partnerships above specified member thresholds from carrying on business; an association formed in contravention of Section 4 is an illegal body whose existence cannot be recognized. The Court reviewed Order 30 CPC arguments and authorities and found no authority permitting recognition of an association formed in breach of Section 4.

Conclusion: The suit as framed was not maintainable against the 'Om Press'.

Issue (ii): Whether the four parties to the pooling contract constituted a partnership or association carrying on business within the meaning of Section 4 of the Indian Companies Act.

Analysis: The Court examined the contractual terms to determine if there was a joint business carried on by all or any acting for all. Although profits were to be shared, the agreement did not establish joint management, continuous control by an association, appointment of common officers, or sharing of losses. The absence of joint control and loss-sharing indicated no joint business or partnership under the Partnership Act definition and Section 4 of the Companies Act.

Conclusion: The parties to the pooling contract did not constitute a partnership or association carrying on business within the meaning of Section 4 of the Indian Companies Act; Section 4 did not bar the suit against defendants Nos. 1 and 3.

Issue (iii): Whether the plaintiff should be permitted to amend the plaint to sue individual members of the 'Om Press'.

Analysis: The Court considered procedural timing, the plaintiff's prior insistence on suing the association, the unnamed and fluctuating membership of the association, potential complex issues regarding liability of later-joining members, the plaintiff's possible knowledge of the association's illegality and the doctrine that a third party aware of the illegality may be precluded from suing. Given these factors and that the proposed amendment would raise complicated ancillary issues, the Court exercised discretion against allowing amendment at that stage.

Conclusion: The plaintiff was not permitted to amend the plaint to sue individual members of the 'Om Press' at that stage.

Final Conclusion: The High Court dismissed both the defendants' appeal and the plaintiff's revision petition, upholding the preliminary decree for accounts against defendants Nos. 1 and 3 and refusing amendment to implead individual members of the illegal association.

Ratio Decidendi: For Section 4 of the Indian Companies Act to apply, there must be an association or partnership carrying on a business involving joint control or management; mere contractual profit-sharing without joint management or sharing of losses does not constitute a partnership or an association carrying on business within Section 4.

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