1963 (7) TMI 34

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....o as to authorise the company to manufacture industrial and power alcohol and other spirits and alcoholic liquors. It is suggested that this amendment will enable the company to carry on its business more economically and more efficiently (clause (a) of section 17) and to carry on a new business which may conveniently and advantageously be combined with the existing business of the company (clause (d) of section 17). The petition is opposed by the Registrar of Companies, who asserts that it does not fall within the scope of section 17 of the Companies Act, inasmuch as the new business sought to be started, i.e., the manufacture of industrial and power alcohol, is not such as can be combined conveniently or advantageously with the existin....

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....d, is whether the proposed new business of manufacturing alcohol can be advantageously combined with the business which the company is actually carrying on at present; and hypothetical future schemes which have not yet materialised should be excluded from consideration. It seems to me that the view taken by the Registrar in this matter is unduly narrow. Learned counsel for the company has produced material to show that the company is actively pursuing the acetate yarn project, and there seems to be no reason to doubt the correctness of his assertion that the company wishes to start the production of industrial and power alcohol purely with a view to utilising it in the near future for the production of acetate yarn, which in its turn wil....

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....of the company. The additional business, of course, must not be destructive of or inconsistent with the existing business; it must leave the existing business substantially what it was before; but the additional business may be one which is different from the original business and yet may well be capable of being conveniently and advantageously combined with the business which is being carried on." In the present case there is nothing to show that the production of power alcohol cannot be conveniently and advantageously carried on by the company, along with the manufacture of artificial cloth. I note that the resolution sought to be confirmed in this case was passed unanimously by the shareholders, who are obviously the persons best enti....