Change of corporate name: decree in former name executable in new name; lack of central approval cannot be raised first on appeal.

Change of corporate name under section 11(6) of the Companies Act leaves the company's rights intact and permits continuation or execution of a decree drawn in the former name against the company in its new name; outcome: execution in the new name permitted. The absence of Central Government approval under section 11(4) was treated as a question of fact that was not pleaded or decided below and therefore cannot be raised for the first time on appeal; outcome: objection disallowed and appeal dismissed, execution proceedings to continue in the new name.

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Issues: (i) Whether a decree obtained against a company in its former name can be executed in the company's new name following a change of name; (ii) Whether the objection that the company did not obtain Central Government approval for the change of name under section 11(4) can be raised at the appellate stage where it was not pleaded or decided below.

Issue (i): Whether a decree obtained against a company in its former name can be executed in the company's new name following a change of name.

Analysis: The Court examined subsection (6) of section 11 of the Companies Act, which provides that a change of name does not affect the rights or obligations of the company and that legal proceedings by or against the company may be continued or commenced by its new name. Applying that provision, the Court considered whether execution of a decree in the new incorporated name is permissible when the decree was originally drawn in the former name.

Conclusion: The change of name does not affect the company's rights and the decree in the former name can be executed in the company's new name. The conclusion is in favour of the respondent.

Issue (ii): Whether the objection that the company did not obtain Central Government approval under section 11(4) can be raised on appeal when it was not raised in the court below.

Analysis: The Court noted that the question of whether Central Government approval was obtained is a question of fact and that no mention of it appears in the judgment below. Since the point was not raised in the lower court and counsel could not state the factual position, the appellate court declined to permit the objection to be raised at this stage.

Conclusion: The objection regarding lack of Central Government approval cannot be entertained for the first time on appeal. The conclusion is in favour of the respondent.

Final Conclusion: The appeal is without merit and is dismissed, leaving the execution proceedings to continue in the new incorporated name of the company.

Ratio Decidendi: Under Section 11(6) of the Companies Act, a company's change of name does not affect its rights or render defective legal proceedings, and therefore a decree obtained in the former name may be executed in the new name; factual objections not raised in the court below cannot be entertained for the first time on appeal.

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