Order XXIX delineates the procedural framework for instituting suits by or against corporations in India. This order ensures that corporations, as legal entities, can effectively participate in legal proceedings. Understanding the nuances of Order XXIX is crucial for law students, as it encompasses various aspects such as the subscription and verification of pleadings, service of summons, and the court’s authority to mandate the personal appearance of corporate officers.

1. MEANING, DEFINITION & EXPLANATION

A corporation, being an artificial legal person, cannot act on its own and must operate through its officers. Order XXIX of the CPC provides the mechanism by which corporations can sue or be sued, ensuring that legal proceedings involving corporations are conducted efficiently.

2. SUBSCRIPTION AND VERIFICATION OF PLEADINGS

According to Rule 1 of Order XXIX, in suits by or against a corporation, any pleading may be signed and verified on behalf of the corporation by:

• The secretary,
• Any director, or
• Other principal officer of the corporation who is able to depose to the facts of the case.

This provision ensures that individuals holding responsible positions within the corporation, and who possess knowledge of the pertinent facts, can represent the corporation in legal documents.

3. SERVICE OF SUMMONS ON CORPORATIONS

Rule 2 of Order XXIX addresses the service of summons in suits against corporations. Subject to any statutory provision regulating service of process, summons may be served:

• On the secretary, or on any director, or other principal officer of the corporation, or
• By leaving it or sending it by post addressed to the corporation at the registered office, or if there is no registered office, then at the place where the corporation carries on business.

This rule ensures that the corporation receives proper notice of legal proceedings, facilitating timely responses.

4. POWER TO REQUIRE PERSONAL ATTENDANCE OF CORPORATE OFFICERS

Rule 3 empowers the court to require the personal appearance of the secretary, any director, or other principal officer of the corporation who may be able to answer material questions relating to the suit. This provision allows the court to seek clarifications directly from individuals in authoritative positions within the corporation, ensuring that all relevant information is available for adjudication.

5. CASE LAWS AND JUDICIAL INTERPRETATIONS

Several judicial pronouncements have elucidated the application of Order XXIX:

• In Hindustan Unilever Limited v. Emami Limited, the Calcutta High Court held that Order XXIX Rule 2 of the CPC does not limit the service of summons to the registered office of the company alone.
• The Supreme Court of Pakistan, in a case concerning the interpretation of Order XXIX, emphasized that a corporation, being a juristic person, must sue or be sued in its own name, and the name of the corporation, not the name or designation of any of its officers or employees, is to be mentioned as a plaintiff or a defendant.

6. COMPARATIVE ANALYSIS WITH OTHER JURISDICTIONS

While the Indian CPC provides a structured approach under Order XXIX, other jurisdictions have their own mechanisms:

• In the United States, corporations are treated as separate legal entities, and the Federal Rules of Civil Procedure outline specific provisions for service of process on corporations.
• In the United Kingdom, the Civil Procedure Rules detail the procedures for claims involving corporations, ensuring that they are adequately represented in legal proceedings.

7. PRACTICAL IMPLICATIONS FOR LEGAL PRACTITIONERS

For legal practitioners, understanding the provisions of Order XXIX is essential:

• Ensuring that pleadings are signed and verified by authorized individuals to avoid challenges to their validity.
• Properly serving summons to the appropriate office or officer of the corporation to ensure compliance with procedural requirements.
• Advising corporate clients on the necessity of appearing in court when summoned, as non-compliance can lead to adverse inferences.

8. CONCLUSION

Order XXIX of the CPC provides a comprehensive framework for the conduct of suits by or against corporations, ensuring that such legal entities can effectively participate in judicial proceedings. For law students and practitioners, a thorough understanding of these provisions is crucial for effective legal practice involving corporate entities.

REFERENCES

• Hindustan Unilever Limited v. Emami Limited, Calcutta High Court.
• Supreme Court of Pakistan Judgment on Order XXIX CPC.
• Code of Civil Procedure, 1908.
• WritingLaw, “ORDER XXIX of CPC – SUITS BY OR AGAINST CORPORATIONS.”
• AaptaX Law, “Order XXIX CPC | Rule 1, 2, 3 | Suits by or against Corporations.”