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84. Dissolution of Trust: By resolution No.3, the existing Trustees chosen to resign and it was resolved to dissolve the Trust and request the Government to form a Trust so as to restore the original glory of Victoria Public Hall. Under resolution No.4, it was resolved to hand over the possession of the building to Chennai Corporation from 01.04.2009 and it was also resolved to hand over assets, investments, deposits, savings and amount in the Current Account of V.P. Hall Trust.

85. Learned Senior Counsel for Appellants contended that Commissioner of Corporation was the Secretary of the Trust and both Commissioner of Chennai and Mayor of Chennai exerted great amount of influence to dissolve the Trust. It was further submitted that the Corporation colluded with the Trust and made it to pass the resolution dated 11.03.2009 to make it appear as though Trust is resigning and dissolving. It was urged that it is incomprensible as to how the Trust which is governed by the scheme decree framed by the Court can surrender all its properties and assets to the Corporation with whom they had various legal disputes which resulted in decrees infavour of the Trust and the act of relinquishment of the Trust and handing over of the properties to the Corporation is fraud upon the Court and has been done some how to help the Corporation to take possession indirectly what it could not have achieved directly. Main grievance of Appellants is that there is complete lack of bonafide in the resolution dated 11.03.2009 and the learned Judge failed to appreciate the fraud and collusion between the Respondents [Corporation and Victoria Public Hall Trust] which seriously prejudiced the rights of the Appellants.

86. Dissolution of Trust and Memorandum of compromise is challenged contending that it is vitiated by fraud and collusion and the resolution was not in the interest of the Trust and there is abdication of the responsibility of the Trust. Reliance was placed upon AIR 1994 Kerala 179 [C.K.Rajan v. State of Kerala and others] and 2002 (2) CTC 527 [Rajagopal v. Balachandran and 2 other] that the Court is guardian of the Trust and whenever there is an intention to create a Trust, Court will give effect to it as the interest of the Trust will be paramount.

98. The resolution clearly sets forth the reason for dissolution of the Trust and surrender of the demised property to the Corporation. As extracted earlier, resolution No.2 clearly states that the building needs future maintenance and that for restoration of Victoria Public Hall to its original glory and prominence, Trust is surrendering the property. The object of the Trust was to construct a "Town Hall" for public purposes and for cultural and educational activities and to maintain the same. When the Trust could not perform its obligations ,for restoration of Victoria Public Hall to its original glory and prominence, Trust had chosen to surrender the possession. After 30.04.1985, the Appellants are in illegal occupation, and the Appellants cannot challenge the surrender of the property.

104. The very purpose of the Trust was to construct and maintain Victoria Public Hall. The maintenance of Victoria Public Hall required huge amount about Rs.10 crores. V.P. Hall Trust had no amount much less the huge amount required for renovation of Victoria Public Hall. Chennai Corporation also cannot spend money out of its own fund, since the building is not owned by them. Objects of the Trust was to maintain Victoria Public Hall for public purposes and for educational and cultural activities. Since there was impossibility of continuation of the objects of the Trust, the Trustees chose to dissolve the Trust. As such we do not find any malafide in the resolution dated 11.03.2009 dissolving the Trust and requesting the Government to form a Trust to restore the original glory of Victoria Public Hall. Even though, the Trust is said to have been dissolved, the Trustees have resolved to request the Government to form a Trust. Trustees have also resolved to tender resignation of all Trustees so that the Government may reconstitute a new Trust and fully owned by the Government. Considering the resolution, in our considered view, it is not an actual dissolution of the Trust; but resignation of the Trustees and dissolution of the Trust to pave a way for forming a new Trust and reconstituting Board of Trustees. Appellants have no locus standi to challenge the resolution nor are they persons interested in the affairs of the Trust. Appellants cannot attack the resolution passed for their personal interest.