TaxTMI 
TaxTMI 
1965 (1) TMI 81
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....ay of July 1960 the said Kumudini Dasi armed with the said share certificate for 300 bonus shares bearing distinctive numbers 115542 to 115841 in her sole name made a gift of the said 300 shares to her daughter Kiron Kana Dasi. Smt. Kumudini Dasi, however, did not execute any transfer deed in favour of her daughter, the donee, and did not send the shares for registration of the transfer in accordance with the provisions of the Companies Act. In these circumstances, on or about 21st day of August 1960, Smt. Kumudini Dasi died. Thereafter, Smt. Kiron Kana Dassi obtained a succession certificate for 400 shares of the said company on the footing that she was entitled to 800 shares which stood in the name of her mother alone and of which her mother had made a gift to her and 100 shares out of the remaining 600 shares which devolved on her by reason of the death of her mother. Smt. Kiron Kana Dasi fortified by this succession certificate claimed rectification of the share register. The company, however, refused to concede to the request of the applicant, Sm. Kiron Kana Dasi on the ground, inter alia, that under Article 53 of the company upon the death of the two joint holders out of thre....
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....recorded owners of the said 900 shares which included 300 bonus shares belonged to Sm. Kumudini Dasi, Rabindra and Arabinda jointly. Hence, in my view, the contention advanced on behalf of the company should be upheld and it must be held that the presumption offered by the share certificate has been rebutted. 6. Mr. Ghose further submitted that if the applicant relies upon the deed of gift for registration of the said 300 bonus shares, then she is faced with further difficulty. The deed of gift does not comply with the requirement of Section 155 of the Companies Act for there is no duly stamped transfer deed signed by the owner, that is to say, Sm. Kumudini Dasi. Hence in my opinion, this contention is well founded. 7. Mr. Ghose further submitted that the succession certificate for 400 shares cannot enable the applicant to rightly claim rectification of the register. In view of Article 53 of the Articles of Association of the company the shares belonged and were recorded in the name of the surviving joint holder Arabinda. Hence a succession certificate to the estate of the deceased, Kumudini, one of the former joint holders, cannot be of any avail, for, the shares do not belong t....
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....the Company seems to be well founded. 12. Mr. Bikash Sen, however, submitted that the 300 bonus shares given to his client by her mother are easily identifiable, for in order to find out what the order is directed against it is permissible to look into the pleadings. In this connection, he relied upon the case of Srinath Das v. Haripada Mitter, reported in 3 CWN 637 where in order to construe the decree the Court looked into the pleadings for there was ambiguity. In the present case, the order by itself savours of no ambiguity. It is unequivocal. It clearly mentions that 400 shares out of 900 shares standing in the names of Sm. Kumudini Dasi, Rabindra Nath Das and Arabinda Das. Hence there is no scope for ambiguity. Even if the petition is looked at, the position does not improve for if in the petition mere is an averment that these 900 shares belonged to these three persons though it must be said that there is a mention of the numbers of the 300 shares. Hence even taking the petition and the order itself the situation does not favour the applicant. In this construction of the succession certificate, in my opinion, the rule laid down in the case of Srinath Das 3 CWN 637 has no app....
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....e issued in respect of these 600 original shares and further she knew from the letter of allotment that these shares were meant to be allotted in the names of these three persons including herself. Hence, in my opinion, again it is clear that even if Sm. Kumudini Dassi is the person primarily concerned in the plea of estoppel she had knowledge of the true facts. Her daughter claiming through her cannot take advantage of her ignorance. Sm. Kiron Kana Dasi, in my opinion, as heir of the deceased lady her mother could rely upon estoppel assuming her mother had no knowledge of the facts. She again cannot do so for she had full knowledge or the same as has been indicated earlier. Therefore the plea of estoppel is of no avail to the applicant. The plea of estoppel accordingly does not fall within the ambit of Section 115 of the Evidence Act. It may now be considered whether it falls within the principles of the case reported in (1891) 2 QB 614 assuming that there is a difference between the law on the point laid down in Section 115 of the Evidence Act and the Tomkinson's case 1891 2 QB 614. The English case can be distinguished easily. There was not only a share certificate but there....