Statutory right of liquidators prevents substitution as legal representatives; second appeal abates and is dismissed.

Whether liquidators appointed after filing a second appeal can be substituted as legal representatives was assessed by reference to the Companies Act statutory right of liquidators against contributories; the court held that this right arises on liquidation and is an independent, enforceable statutory remedy (subject to a six-year limitation once contributories are called and listed). Because the remedy is statutory and unbarred, there is no surviving cause of action to continue the second appeal through substitution, and the appeal abates and is dismissed in favour of the respondent.

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Issues: Whether liquidators, appointed after the filing of a second appeal, can be brought on record as legal representatives of the former company and whether the second appeal should proceed where the liquidators have a statutory remedy against contributories.

Analysis: The Court examined sections 155 and 156 of the Indian Companies Act and relevant precedents holding that the right of a liquidator against contributories is a statutory right created by the Companies Act rather than a pre-existing contractual liability of shareholders to the company. Given that the statutory right arises upon liquidation and that, once the liquidators make a call and settle the list of contributories, a six-year limitation period applies for enforcing that liability, the liquidators possess an independent and unbarred remedy. In light of this statutory remedy, there is no surviving cause of action that permits the liquidators to be treated as legal representatives of the erstwhile company for the purpose of continuing the second appeal.

Conclusion: The liquidators cannot be brought on record as legal representatives of the former company and the second appeal abates and is dismissed; accordingly the order is in favour of the respondent.

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