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In other words a proxy is a creature of law of agency," though with this difference that under the company law such an agent has to be appointed in a manner as provided thereunder. Therefore, so far as voting by proxy is concerned that can be done on behalf of any person, may it be natural or artificial, so long as that person is in a position to appoint a proxy as provided in law. But the position is different where voting is to be done in person. In that case it is necessary that the voter must possess a person within the ordinary meaning of that word, that is, physical person which a natural person is always possessed of but not a legal entity like a company or a corporation. Therefore, unless by some legal fiction a person is provided to a company or a corporation, it cannot do any act that law requires to be done in person, for example, a company cannot appear in person before a tribunal (Tritonia Ltd. v. Equity and Law Life Assurance Society, (1943) AC 584) and that is the reason why originally law was not prepared to reconcile itself to the concept that a person like a corporation could vote at all in person.

That being so, in the early stages the provision made for a corporation to vote was confined to the system of voting by proxy alone. Subsequently, however, as and when the tide of company enterprise rose, the policy of the legislature had to change with the result that gradually the concept of a corporation voting in person crept) into the statute. The first provision made to the effect in the English Companies Act was the one enacted in the yeat 1908 but even therein the right was confined to a member corporation only; mat means, that right was not yet extended to a creditor corporation. That came to be provided for the first time in English law in the year 1929 and it is only since then that in English law in the matter of voting in person a corporation whether it be in the position of a member or a creditor has been placed on equal footing. But in the Indian system of law the position even thereafter remained the same as it was under the Act of 1913, and it was only recently that under the new Companies Act 1956 a similar provision has now been made in Section 187, which for all practical purposes in this respect is the same as what was provided in the English law so far back as 1929. Section 187 of our new Companies Act 1956 reads :

That means, under this rule also the mode of voting that is allowed in the case of a corporation creditor is one by proxy alone and not in person. Further it has to be noted that this rule falls under the heading 'Proxies' in relation to general meetings of creditors and contributories as mentioned therein. And even then though the first rule under that heading, namely, Rule 144, opens with the general provision that a creditor may vote either in person or by proxy but when it comes to deal with the procedure as to how a creditor corporation is to vote, it confines that provision to the voting by proxy alone. Therefore, this also by analogy suggests that the mode of voting in the case of a creditor corporation as is contemplated under the Act is one by proxy alone.

In my opinion, on principle this argument seems to be correct, and if that is so, which I think is so, then it has to be held that Rule 150 of this Court is applicable at least to a proceeding like the one before us and as that rule in the case of a creditor corporation speaks of voting by proxy alone and not in person, therefore, the contention of Mr. Choudhary contrary to it has to be rejected. Then a question has been raised as to why at all in the case of a creditor corporation special provision had to be made in Rule 150 if the right to vote by pr6xy was already provided there in Rule 144.