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PETITIONER: ORIENTAL METAL PRESSING WORKS (P.)LTD.
Vs.
RESPONDENT: BHASKAR KASHINATH THAKOOR &ANOTHER
DATE OF JUDGMENT: 16/12/1960
BENCH: SARKAR, A.K. BENCH: SARKAR, A.K. IMAM, SYED JAFFER DAYAL, RAGHUBAR
CITATION: 1961 AIR 573 1961 SCR (3) 329
ACT: Company-Managing director appointing his successor by will Validity--’As signment’, Meaning of--Companies Act, 1956 (1 of 1956), ss. 312, 255.
HEADNOTE: By s. 312 of the Companies Act, 1956, "Any assignment of his office made after the commencement of this Act by any direc- tor of a company shall be void." 42 330 The managing director of a private company, empowered by the terms of the agreement between him and the company and the articles thereof to appoint, by deed or by will, any person to be the managing director in his place and stead, died leaving a will whereby he appointed one of the appellants the managing director in his place from the date of his death. The High Court took the view that the word ’assignment’ in the section included ’appointment’ and as such the appointment in question was void. Held, that S. 312 of the Companies Act, 1956, cannot be interpreted in such a way as to bring it into conflict with S. 255 of the Act since its language does not compel such an interpretation. The word ’assignment’ in that section does not mean appointment and the section is intended to ren...