Locus standi for share transfer sanction fails where the applicant is not shown to be a shareholder and the petition is not bona fide.

A person who is not shown to be a shareholder or otherwise entitled in the matter has no locus standi to seek a liquidator's sanction for transfer of shares, and the liquidator is not bound to act on such an outsider's request. The Court also found the petition not bona fide because its assertions were inconsistent with company and Registrar records, including statements about the company's financial position. On that basis, the application was held to disclose no case for relief and was dismissed with costs.

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Issues: (i) whether the applicant had locus standi or any enforceable interest to seek sanction for transfer of shares from the liquidator; (ii) whether the application was maintainable and bona fide in view of the allegations and materials placed before the Court.

Issue (i): Whether the applicant had locus standi or any enforceable interest to seek sanction for transfer of shares from the liquidator.

Analysis: The applicant only showed an intention to purchase shares, and no satisfactory pleading or proof established that he had become a shareholder. A transfer of shares could take effect only with prior sanction from the liquidator, and the application for such sanction was found not to be one which an outsider could maintain. The liquidator was therefore not bound to act upon it.

Conclusion: The applicant had no locus standi and was not entitled to seek the sanction claimed.

Issue (ii): Whether the application was maintainable and bona fide in view of the allegations and materials placed before the Court.

Analysis: The petition was found to rest on statements that were inconsistent with the company records, including assertions about the company's financial soundness that were contradicted by the Registrar's records. The Court treated these discrepancies as showing a lack of bona fides and as sufficient to reject the petition.

Conclusion: The application was not bona fide and did not disclose a case for relief.

Final Conclusion: The application failed on both maintainability and merits, and was dismissed with costs.

Ratio Decidendi: A person who is not shown to be a shareholder or otherwise entitled to act in the matter lacks locus standi to seek sanction for transfer of shares from a liquidator, and a petition founded on materially inaccurate or contradictory assertions is liable to be rejected as not bona fide.

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