Legal Case Summary

Case Details
Case ID 1b852805-f62f-47f5-953b-f5479bf8d9e4
Body View case body.
Case Number Civil Original No. 80 of 1981
Decision Date Apr 04, 1982
Hearing Date Mar 17, 1982
Decision The Lahore High Court dismissed the petition filed by Taj Woolen Mills Limited seeking confirmation for amendments to their Memorandum of Association. The court found that the proposed amendments were not lawful due to the absence of a special resolution being passed by the company members with the required notice. The minutes of the meeting did not indicate any such resolution was proposed or passed, and thus the application for amendment could not be confirmed.
Summary In this landmark case, Taj Woolen Mills Limited sought to amend its Memorandum of Association to include additional clauses pertaining to new business activities. The Lahore High Court ruled against the company, emphasizing the necessity of adhering to the Companies Act, particularly regarding the proper procedure for passing special resolutions. The court highlighted that the lack of a proper notice and the failure to circulate the proposed resolution for a minimum of 21 days rendered the amendment invalid. This case underscores the importance of compliance with corporate governance standards and the legal framework surrounding company operations. Keywords: Companies Act, Memorandum of Association, special resolution, corporate governance, legal compliance.
Court Lahore High Court
Entities Involved Taj Woolen Mills Limited
Judges GUL MUHAMMAD KHAN, J
Lawyers Irshad Ahmad Qureshi
Petitioners TAJ WOOLEN MILLS LTD.
Respondents MUHAMMAD YOUNAS, ASSISTANT OF OFFICE OF ASSISTANT.REGISTRAR
Citations 1982 SLD 869, 1982 PLD 664
Other Citations MacConnell v. E. Prill & Co., Limited (1916) 2 Ch. 57
Laws Involved Companies Act (VII of 1913)
Sections 12, 78(1), 79(1)(b), 81(2)