Section 80 CPC notice and receivership: suit against company in liquidation through official liquidator did not require prior notice.

Section 80 CPC notice was held unnecessary before suing a company in liquidation through the official liquidator, because the proceeding was treated as one against the company under Section 446 of the Companies Act, 1956 and not against any act done by the liquidator in his official capacity. The request for appointment of a receiver over charged and hypothecated assets was refused since the properties were already with the official liquidator, no immediate risk to the assets was shown, and the plaintiff had not established a prima facie title or valid equitable mortgage. The assets were to be preserved and inventoried, with disposal only after notice to concerned parties.

---

---

Issues: (i) Whether notice under Section 80 of the Code of Civil Procedure was mandatory before instituting a suit against a company in liquidation represented by the official liquidator. (ii) Whether a receiver should be appointed over the charged and hypothecated properties in the interlocutory application.

Issue (i): Whether notice under Section 80 of the Code of Civil Procedure was mandatory before instituting a suit against a company in liquidation represented by the official liquidator.

Analysis: The official liquidator may be a public officer in the abstract, but the suit was in substance against the company in liquidation and not against any act done by the liquidator in his official capacity. The statutory scheme under Section 446 of the Companies Act, 1956 and the relevant Companies (Court) Rules treats the proceeding as one against the company represented by the liquidator. The cases relied on by the respondent were distinguished on the ground that they dealt with different factual situations involving acts directly attributable to a receiver or liquidator.

Conclusion: Notice under Section 80 of the Code of Civil Procedure was not necessary.

Issue (ii): Whether a receiver should be appointed over the charged and hypothecated properties in the interlocutory application.

Analysis: The properties were already in the custody of the official liquidator, so there was no demonstrated danger to the assets. The plaintiff had not prima facie established title or right to the charged properties, and serious questions existed regarding the validity of the alleged equitable mortgage and the authority of the persons said to have deposited the title deeds. The alleged earlier appointment of a receiver in a different Bank of India matter did not govern the present case.

Conclusion: Appointment of a receiver was refused.

Final Conclusion: The interlocutory relief sought by the bank was declined, while the official liquidator was directed to preserve and inventory the assets and proceed with disposal only on notice to the concerned parties.

Ratio Decidendi: In a suit concerning property of a company in liquidation, instituted against the company through the official liquidator, Section 80 notice is not attracted merely because the liquidator is a public officer; the suit is treated as one against the company, not against an act done by the liquidator in his official capacity.

---