NATIONAL TEXTILE WORKERS' UNION ETC. v. P.R. RAMKRISHNAN AND OTHERS.

NATIONAL TBXTILBS V, P.R. RAMAKRISHNAN 997 (Amarendra Nath Sen, J.) A order for winding up of the company is made. It cannot be said that workers in England are not conscious of their status ·and position and of the important role they play in the proper functioning of a company and in England there are also the trade unions of the workers for defending, protecting and improving the conditions and rights of the workers. Despite all these, the right of B an employee or any trade union representing the workers to parti- cipate and be heard in a winding-up· petition is not recognised in England.

I have to observe that Mr. Ramamurthi, learned counsel appearing for one of the trade unions, has placed very strong reliance c on thi: following observations of this Court in the case of Hind Overseas Private Limited v. Raghunath Prasad Jhunjhunwala and Ors.(1 ) : - ' "Although the Indian Companies Act is modelled on the English Companies Act, the Indian Law is developing 0 on its own lines. Our law is also makin·g significant progress of its own as and when necessary. Where the words used in both the Acts are identical, the English decisions may throw good light and reasons may be persuasive. But as the Privy Council observed long ago in Ramanandi Kuer v; Kalawati Kuer(2 ). • .E It has often been pointed out by this Board that where there is a positive enactment of the Inuian Legislature, the proper course is to examine the langu- age of that statute and to ascertain its proper meaning- uninfiuenced by any consideration derived from· the previous state of the law or of the English. Law upon F which it may have been founded.

If it was true in the twenties it is more apposite· now that the · background conditions and circumstances of the • G Indian society, the needs and. requirements ~f our country call for a somewhat different treatment. We will have to· adjust and adapt, limit or extend, the principles derived j

n II) fl976] 2 S.C.R. 2261at p. 240, (2) (1928] P.C. 2,

998 SUPRBME COURT RE~ORTS [1983f j ;,C.R.

A from English decisions, entitled as they are to great respect, suiting the conditions of our society and the country in general always, however, with one primary consideration in· view that the general interests of the shareholders may not be readily sacrificed at the altar of squabbles of directors of powerful groups for power to manage tbelcompany." B These observations, to my mind, are· of no assistance in deciding the question involved in this appeal. These observations were made in different context. These observations, however, indicate that where the provisions of the Indian Act and the English Act are alike, the decisions of the English Courts throw good light and the __ __......_.-, c reasons may be persuasive, it is no doubt true that tfie decisions of the English Courts do not have a _binding effect and the proper course for this Court while considering or interpreting an enactment of the Indian Legislature is to examine the language of the Statute D to ascertain its proper meaning unifluenced by any consideration derived from the provisions of the English Law upon which it may ) have been founded. Principles of construction of a statute are well '·' settled •.

It is significant to note that no decision of any Court in India E could be cited where the claim of an employee in his capacity as an employee to participate and be heard'in a petition for winding up of the company as a matter of right has been accepted. On the other hand, the settled legal position in this country so far bas been that no employee could claim any such right. It is interesting .to note that though in this country also the provisions of the Companies Act have undergone various changes from time to time and various enactments for the welfare of the workers have been passed from time· to time, the Legisiature in our country did not consider it proper or necessarylto amend the provisions of the Indian Companies Act to confer any such right on the workers.

G I, however, wish to make it clear ihat although an employee of a company as an employee of a company cannot claim to appear and be heard in a petition for winding-up of the company as a matter of right, yet in any appropriate case the Court in a winding- \ up proceeding may require or permit any employee to appear at any stage of a winding-up proceeding and hear him, if the Court be of th.e opinion that the employee or the employees should be heard in

NAtiONAL TEXTILES V. P.R. RAMAK~ISHNAN 999 (Amarendra Nath Sen, J.) A .,. the internsts of administration of justice and for proper disposal of any' matter. It appears that in this very case, the Court at an earlier stage of' the proceeding had, in fact,' heard the employees and redressed their just grievance.

With these observations I agree with the order proposed by B my learned brother Venkataramia]\, J.

H.L.C. Appeals allowed. /