Joint shareholding and company lien: each registered holder is a separate member, enabling enforcement under the articles.

Section 30(2) of the Indian Companies Act treats each person whose name is entered in the register as a member, so joint applicants do not become a single member merely because the shares were jointly acquired. The statutory scheme distinguishes the limited case where joint holders are treated as one member for the definition of a private company, while other provisions contemplate individual member names and particulars. On that construction, and where the articles so provide, the company's lien clause may extend to shares registered jointly and be enforced for the debt of one joint holder.

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Issues: Whether, on the true construction of section 30(2) of the Indian Companies Act and the company's articles, each joint shareholder is a separate member of the company so that the company can enforce its lien against shares held jointly for the debt of one joint holder.

Analysis: Section 30(2) treats every person who agrees to become a member and whose name is entered in the register as a member of the company. The language does not support the view that several joint applicants become a single member merely because the application and allotment were joint. That construction is reinforced by the statutory scheme: the proviso to section 2(13) shows that joint holders are treated as a single member only for the special purpose of the definition of a private company, while sections 31 and 32(2) contemplate individual names and particulars of members. The articles likewise indicate that joint holders are separately recognised as members, and the lien clause expressly covers shares registered in the name of each member whether solely or jointly with others.

Conclusion: Each joint holder is a member of the company, and the company is entitled to enforce its lien against jointly held shares for the debt of one joint shareholder.

Ratio Decidendi: Under the Companies Act, joint holders of shares are not a single member unless the statute expressly creates that fiction; where shares are registered in the names of joint holders, the company may enforce a contractual lien against those shares for the debt of any one of them if the articles so provide.

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