1920 (2) TMI 3

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....tratum is gone; the first of these grounds falls within the third Clause of Section 162 and the second and third are comprised in the sixth Clause which provides for the winding-up of a Company if the Court is of opinion that it is just and equitable that the Company should be wound-up. 3. As regards the first of these grounds Mr. Justice Greaves has pointed out that the matter rests entirely in the discretion of the Court, as is clear from the decisions in Metropolitan Railway Warehousing Company, In re (1868) 17 L.T. 108 : 36 L.J. Ch. 827 : 15 W.R. 1121, Middlesbrough Assembly Rooms Company, In re (1880) 14 Ch. D. 101 : 49 L.J. Ch. 413 : 42 L.T. 609, 28 W.R. 868 and Capital Fire Insurance Association. "In re (1882) 21 Ch. C. 209 : 5....

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....mongst the brothers, and the proceedings disclose much bitterness of feeling. In view of these circumstances, reliance is placed, on behalf of the appellant, upon the decision of the Court of Appeal in Yenidje Tobacco Co, In re (1916) 2 Ch. 426 : 86 L.J. Ch. 1, 116 L T, 530 : 60 S.J. 707 : 32 T.L.R. 709, In that case, no doubt, the Master of the Rolls (Lord Cezens-Hardy) pointed out that the two Directors were not on speaking terms, that the so called meetings of the Board of Directors had been almost a farce or comedy, that the Directors would not speak to each other on the Board and that some third person had to convey communications between them which ought to go directly from one to the other. But the circumstances of that case were ver....

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....ossible to carry on the business of the Company. In such circumstances, it is impossible for us to hold that there is a complete dead-look which must be got rid of by a compulsory winding-up; the Act creates as between the share-holders a domestic Tribunal, and, unless a clear case is made out, the Court will be slow to withdraw from it the decision whether the Company's business shall or shall not be carried on, In our opinion, the second ground urged in support of a winding-up order has not bean established. 5. As regards the third ground, it is urged that the whole substratum of the business has become impossible. Mr. Justice Greaves has pointed out that there is really no foundation for this contention. The objects of the Company, ....