This second appeal under Section 100 of the Code of Civil Procedure, has been filed by the third defendant against the appellate judgment and decree of Mr. J.D Jain, Additional District Judge, Delhi, dated 4th January, 1971, by which he has allowed the appeal and reversing the decree of the court of first instance, dated 19th August, 1969, finally decreed the suit of the plaintiff respondent No. 1 for recovery of Rupees 1,340, which includes a sum of Rupees 1,000 as principal and the balance as interest as claim of the plaintiff for Rupees 1,400. In this judgment, reference to the defendants would be to defendants 1, 2 and 3, while the creditor defendant No. 4 will be referred to as the finance company. In this second appeal, the plaintiff has been arrayed as respondent No. 1, while the finance company, which was the original creditor of the defendants has been arrayed as respondent No. 4. Respondents 2 and 3 in the appeal are defendants 1 and 2, while the appellant is defendant No. 3.
2. The material facts of the case are that defendants 1, 2 and 3 executed a promissory note in favour of the finance company on 9th, June, 1965 for a sum of Rs. 1,000 carrying interest at the rate of 12% per annum (Ex. P-3). This pronote was transferred by endorsement in favour of the plaintiff-respondent No. 1 by Krishan Avtar, one of the partners of the finance company. The consideration for the assignment as evidenced by Ex. P-2 was Rs. 550 and not the value of the promissory note. After obtaining the assignment, the plaintiff having served a, notice of demand on the defendants instituted, a suit on 6th June, 1968 for recovery of the amount of pronote making a total of Rs. 1,400 including interest and Rs. 60 as costs of the notice. The suit was contested on various grounds, one of the grounds being that the assignment was unauthorised and invalid. On the pleadings of the parties, the following issues were framed:—
“1. Whether the plaint has been verified properly?
2. Whether defendant No. 3 signed the pronote only as a witness as alleged in para. 1 of the written statement on merit?
3. Whether the endorsement in favour of the plaintiff is valid?
4. Relief.”
The court of first instance answered issues 1 and 2 in favour of the plaintiff, but decided issue No. 3 against the plaintiff, with the result that it dismissed the suit. Feeling aggrieved, the plaintiff filed an appeal. Before the Additional District, Judge, the findings on issues 1 and 2 had not been assailed, but the plaintiff had contended that the decision of the lower court on issue No. 3 was contrary to law. During the hearing of the appeal the plaintiff filed an application under Order 41, Rule 27 of the Code of Civil Procedure for permission to produce additional evidence. This application was allowed by order dated 19th September, 1971, and as a result Sohan Lal Dewan (one of the partners of the finance company) was examined as A.W 1, and he produced and proved the deed of dissolution of partnership, (Ex. A.W 1/1). The lower appellate court came to the conclusion that the endorsement was valid and whatever defect had existed in the authority of Krishan Avtar the same had been cured. On this finding, the lower appellate court reversed the decree of the trial court and decreed the suit of the plaintiff as mentioned above.
3. Mr. Bagga, counsel for the appellant, has argued the appeal at considerable length. He has not challenged the findings on issues 1 and 2, but has seriously contended that the finding on issue No. 3 is illegal.
4. To appreciate the contention of the counsel for the appellant, a few more facts may be noticed, which emerge from the record after the additional evidence had been produced in the court below. The finance company, defendant No. 4, was a partnership firm consisting of five partners, two of them were Sohan Lal Dewan, (who was examined as A.W 1), and Krishan Avtar, who represented the finance company, defendant No. 4, in the court of first instance. The partnership was entered into on 6th February, 1965 and its business was to advance loans. Krishan Avtar, partner, gave a notice of his retirement (or dissolution of the firm) on 15th May, 1966 and the dissolution of the firm and separation of Krishan Avtar was brought about by the deed Ex. A.W 1/1, dated 15th November, 1966. As noticed above the promissory note (Ex. P-3) in dispute in the suit executed in favour of the finance company on 9th June, 1966 was assigned in favour of the plaintiff on 14th October, 1966 (vide Ex. P-1) for the consideration of Rs. 550 as mentioned in Ex. P-2.
5. Mr. Bagga contends firstly that Section 19 (2) (c) of the Partnership Act prohibits an implied authority of a partner to extend to compromise or relinquish any claim or portion of a claim by the firm. Secondly, the authority, if any, which has been conferred upon the said partner by the dissolution deed was made on 15th December, 1966 and the same could not be used to validate the assignment which had been made earlier on 14th October, 1966 before the deed of dissolution and further that under the law to initial invalid assignment cannot be validated by ratification. He also submits that the defendant appellant can challenge the validity and effect of the assignment.
6. Sections 19 and 20 of the Partnership Act read as follows:
“19. (1) Subject to the provisions of Section 22, the act of a partner which is done to carry on in the usual way, business of the kind carried on by the firm, binds the firm.
The authority of a partner to bind the firm conferred by this section is called his implied authority.
(2) in the absence of any usage or custom of trade to the contrary, the implied authority of a partner does not empower him to-
(a) submit a dispute relating to the business of the firm to arbitration,
(b) open a banking account on behalf of the firm in his own name,
(c) compromise or relinquish any claim or portion of a claim by the firm,
(d) withdraw a suit or proceeding filed on behalf of the firm,
(e) admit any liability in a suit or proceeding against the firm,
(f) acquire immovable property on behalf of the firm,
(g) transfer immovable property on behalf of the firm,
(h) enter into partnership on behalf of the firm.
20. The partners in a firm may, by contract between the partners extend or restrict the implied authority of any partner.
Notwithstanding any such restriction, any act done by a partner on behalf of the firm which falls within his implied authority binds the firm, unless the person with whom he is dealing knows of the restriction or does not know or believe that partner to be a partner.”
7. A perusal of the aforesaid provisions shows that the implied authority mentioned in Section 19 is subject to the contract between the partners and it is also subject to the usage or custom of the trade. The provisions contained in section 19 are, in my opinion, a statutory presumption of the terms of the contract between the partners which is rebuttable. The restrictions have been imposed for the benefit of and in the interests of the partners and no absolute legal bar has been imposed by the law against the Partners in acting contrary to the provisions of sub-section (2) and it is certainly open to the partners to relax or waive the restrictions.
8. The assignment of the promissory note (Ex. P-3) has been made by endorsement Ex. P-1, The endorsement is clean and unconditional and reads as follows:—
“Pay to Shri Toofiq Farooki s/o Shri Abdulla Farooki, resident of 4162, Urdu Bazar, Delhi or order.
For Harmilap Financiers and Gift Co.
Sd/- K. Avtar,
Partner
14-10-66.”
By this endorsement Krishan Avtar, partner of the firm had not compromised or relinquished any claim or portion of the claim of the firm. The promissory note in question was an asset or security of the firm. The business of finance company consisted of advancing loans and obtaining security of promissory notes. It would constitute normal business of the firm to advance loans, realise debts and assign or endorse the promissory notes. Should a partner dispose of the goods or stock of the firm in due course of business at a lesser value than its market value (or the value permitted by the other partners), the transfer if otherwise legally valid would legally and effectively bind the firm and should the other partners object, they may be entitled to account from the offending partner who disposes of the goods or stock in due course of business at a lesser value. But the transaction between the third parties and the firm would remain banding. There is nothing contained in Section 19 of the Partnership Act to prohibit the partner from acting in due course of business and disposing of the goods and stocks at a full or lesser value.
9. The contention of the defendant appellant is that had the matter stood merely at the endorsement of Ex. P-1, no objection could reasonably be raised against it. But, receipt (Ex. P-2) which accompanies the endorsement shows that Krishan Avtar acting for the finance company has transferred the promissory note of the face value of Rs. 1000/- on receipt of a consideration of Rs. 550/- only in full and final settlement of the claim and it entitles the plaintiff assignee to recover from the defendants the entire amount of the promissory note and interest thereon. According to the learned counsel for the appellant, this amounts to relinquishment of a portion of the claim of the firm against the defendants by the indirect method of assigning the promissory note to a third party and that this act convenes clause (c) of sub-section (2) of Section 19 of the Partnership Act.
10. I find there is force in the submission of the learned counsel and am of the opinion that although Krishan Avtar does not purport to relinquish or compromise the claim of the finance company against the defendants ostensibly, he cannot be allowed to do so indirectly by the instrumentality of assigning the promissory note in favour of a third party, if he were debarred from doing so directly. I shall, therefore, examine the controversy raised by the appellant on the merits as to whether Krishan Avtar was debarred from endorsing the promissory note for a lesser value than was due to the firm.
11. Before I proceed further, I may clear one other ground of contention between the parties as to whether or not it is open to the defendant-debtors to raise the objection of the excess of implied authority of Krishan Avtar, partner. Ordinarily, where a partner acts in violation of the authority of other partners to compromise or relinquish the claim of the firm against a third party, that party would be privy to the transaction and having acquiesced in bringing about the result, it would normally be estopped from challenging its own act as invalid and so it would not be allowed to raise the plea of the excess of authority of the partner, while the other partners acquiesced in the same. Nevertheless, in a case where the third party debtor is not a privy to the action of the partner in assigning the promissory note in excess of the implied authority of the partner and in derogation of the rights of the other partners. There is no reason why the principal debtor, who was not a party to the assignment should not be entitled to challenge the validity of the act or assignment on any ground legally open. Moreover, in a case where a suit was brought by the plaintiff on the ground that he is an assignee from the firm and is, therefore, entitled to recover the debt due to the firm, it is reasonable to hold that it would be open to the debtor to challenge the legality and validity of the assignment, which is an integral part of the cause of action of the plaintiff against the debtor. The reason is supposing the debtor acquiesces in the matter and suffers the decree, then this may not constitute a valid defence to a claim set up by the other partners of the firm against the debtor should those partners ignore the assignment treating it as illegal and pursue their claim against the debtor according to law. Considered from any point of view, in the instant case, I hold that it was open to the defendant appellant to assail the legality and validity of the assignment made by a partner of the firm on which reliance had been placed by the plaintiff. Is the assignment in dispute invalid?
12. The deed of dissolution (Ex. AWI/1) is dated 15th December, 1966. It recites that the partnership had been formed on 6th February, 1965 ants that on 15th September, 1966, Krishan Avtar had given a notice of separation from the partnership and it had actually been decided amongst the partners that Krishan Avtar shall be removed from the partnership on the terms and conditions appearing in the deed and in pursuance thereof Krishan Avtar had been resumed from the firm with effect from 6th December, 1966 and he would have no right, title or interest in the firm. Paragraph 2 of the deed is to the effect that all the partners had enrolled members for the Partnership business during their continuance as members, a list of which had been annexed to the deed. The list contains names of each of the members (or debtors) who enrolled themselves through Krishan Avtar. Partner No. 5 and the amount payable to the chit holders or payable by the chit holders to the partnership firm had been shown against their names and that party No. 5 (Krishan Avtar) shall deal with the enclosed list solely which had fallen to his share and the other members of the firm will have no right to deal with or realise any amount or to pay any amount due to the fibers which had been allotted to the share of Krishan Avtar. Similarly, Krishan Avtar was not to have any right, title or interest in the list falling to the share of the surviving members of the partnership and Krishan Avtar was not expected to make any payment to such members. The list of member's allotted to Krishan Avtar Party No. 5, contains the names of the defendant-debtors. Nos. 1, 2 and 3, viz., H.L Malhotra and others, from, whom Rs. 1,000/- plus interest was shown as due. The result is that Krishan Avtar alone was entitled to recover or pay any debt due from or to the defendants in the suit without any hindrance from the other members of the firms. Sohan Lal Dewan, one of the partners of the firm was examined as A.W.1 on 6th November, 1970. He proved the dissolution deed (Ex. A.W 1/1) and has explained the position thus: The notice of dissolution had been served by Krishan Avtar about three months prior to the execution of AW1/1 and some of the promissory notes had been handed over to Krishan Avtar to deal with as his own pronotes. The witness added. “I know that the pronote in suit was handed over to Kirshan Avtar for his dealing in the manner he liked after service of his notice.” But the witness could not give the date when it was handed over to Krishan Avtar. The witness also deposed that at the time the pronotes were handed over to Krishan Avatar after the receipt of the notice of dissolution, he was permitted to deal with the pronotes in any manner he liked. The statement of this witness and the deed of dissolution leave no room for doubt that the promissory note in suit had been allotted to Krishan Avtar alone to be dealt with by him in any manner he liked and the partnership, that is the surviving members of the firm, had washed their hands off any right, title, interest or claim under the aforesaid promissory note. As such Krishan Avtar had been given the fullest authority by all the partners to act and deal with the promissory note, as if it were his own and this certainly included the assignment of the promissory note or compromise or relinquishment of any claim under it without any authority or concern of the other partners.
13. Mr. Bagga, counsel for the appellant, almost conceded and rightly that Krishan Avtar was certainly entitled to make the endorsement in dispute by virtue of the dissolution deed (Ex. AW1/1). But the counsel submits that in this case the endorsement had, in fact, been made prior to the deed of dissolution (after notice of retirement from the partnership) and as such it was invalid when it was effected and the same could not be ratified by subsequent agreement contained in Ex. AW1/1. I am unable to accept the said submission of the counsel.
14. As observed above, the provisions of Section 19 (2) of the Partnership Act did not create any statutory bar on the powers of the partners, but they are merely a statutory expression of the presumptions of the terms of the contract between the partners, which are not only rebuttable, but are subject to a contract to the contrary between the partners and also subject to the usage or custom of trade. The provision exists for the protection of interests of the partners and the restriction can surely be acquiesced, waived or ratified by the partners without any difficulty or legal bar. I am unable to read the aforesaid provision of law as a mandate of the legislature creating the bar and making the transaction per se illegal and incapable of being ratified. In my opinion, although the statute has helped in formulating the implied terms of the contract of partnership between the partners of the firm, the matter rests entirely in the will and capacity of the partners to extend or limit the implied authority and rebut the presumption which has been expressed by the statute. I do not see any difficulty as to why the partners can subsequently not agree to ratify and waive their objection to a legal act which had been done by a partner without their previous authority, but which could very well have been done with their authority.
15. Section 18 of the Partnership Act provides that a partner is the agent of the firm for the purpose of the business of the firm. Section 19 prescribes the scope of the implied authority of the partner to carry on the business of the firm. Section 20 expressly provides that the partners in a firm may by contract between them, extend or restrict implied authority of any partners. The statute, therefore, recognises the partner to be an agent for the other partners. An agent within the meaning of Chapter X of the Contract Act when he is employed by a principal may have an express or implied authority. Sections 196 to 199 laid down the statutory provisions for ratification of the authority of an agent. They may be referred to with advantage. Section 196 provides that where acts are done by one person on behalf of another, but without his knowledge or authority, he may elect to ratify or disown such acts; if he ratifies them, the same effects will follow as if they had been performed by his authority. Section 197 provides that ratification may be expressed or may be implied in the conduct of the person on whose behalf the acts are done. Sections 198 and 199 provide that no valid ratification can be made by a person whose knowledge of the facts of the case is materially defective and a person ratifying any unauthorised act done on his behalf, ratifies the whole of the transaction of which such act formed a part.
16. Bowsteadon Agency, 13th Edn. Lays down the rule of law in Article 15 thus: Where an act is done in the name or purportedly on behalf of a person by another person purporting to act as his agent, the person in whose name or on whose behalf the act is done may, by ratifying the act, make it as valid and effectual, as it had been originally done by his authority, whether the person doing the act was an agent exceeding his authority, or was a person having no authority to act for him at all. The rule is subject to exceptions specified in Articles 16 to 21, which have no application to the facts of the present case. If the rule of law is that the acts of an agent performed in excess or without any authority can be ratified by a principal, this would apply with stronger force to the case of a partner, since, in my opinion, a partner is a co-proprietor and has an authority and interest of his own in addition to acting as an agent for the other partners so as to bind the firm. The same rule of law, therefore, would apply to he case of the authority of a partner. Lindley on Partnership, 13th Edn. page 167, has stated that if a partner exceeds his authority, and it is contended that the firm is bound by what he has done, on the ground that it has ratified his acts, evidence must be given to prove that at the time of the alleged ratification his co-partners knew of those acts and the ratification must be of the whole of the transaction. A more specific case of sub-mission of a dispute to arbitration in excess of implied authority has been noticed by Lindley at page 168 and it has been observed that the partner actually referring the dispute is himself bound by the award and the other partners may become bound by ratification. In Marsh v. Joseph, (1897) 1 Ch 213, the court of appeal observed at page 246, “To constitute a binding adoption of acts a priori unauthorised these conditions must exist: (1) the acts must have been done for and in the name of the supposed principal, and (2) there must be full knowledge of what those acts were, or such an unqualified adoption that the inference may properly be drawn that the principal intended to take upon himself the responsibility for such acts, whatever they were”. The Judicial Committee of the Privy Council in La Banque Jacques-Cartier v. La Banque d' Epargne De La Cite ed du District De Montreal, (1887) AC 111, observed that, “acquiescence and ratification must be founded on a full knowledge of the facts, and further it must be in relation to a transaction which may be valid in itself and not illegal, and to which effect may be given as against the party by his acquiescence in and adoption of the transaction.”
17. The aforesaid discussion leads me to the conclusion that the rule of law is that all the partners of the firm can ratify an act of a partner, which has been done by him in excess of the implied authority or without any authority, provided the act is such that it could be legally done with the authority of all the partners previously given and that the partners ratify the act with full knowledge of the facts. In the instant case the partners have given the promissory note in dispute to Krishan Avtar soon after his notice of retirement from the firm and by the deed of dissolution they mutually agreed that the promissory note in dispute has been allotted to Krishan Avtar, who has been authorised to deal with it in any way he liked and the other surviving partners of the firm have relinquished their right, title, interest or claim in the said promissory note altogether. They have, therefore, expressly permitted Krishan Avtar to deal with the promissory note in any manner he liked which certainly would include the recovery of the debt under it or compromise or linquish or assign the debt by him, it were exclusively his own property.
18. Mr. Bagga cited some authorities to show that the action beyond the implied authority of a partner cannot be ratified. In Mudenur Nagappa v. Firm of Bhagavanji Rasaji, Bombay, ILR 59 Mad 1036 : (AIR 1936 Mad 593) a Division Bench of the High Court held that a firm of money-lenders and commission agent obtained a decree for about Rs. 4,000/- which was assigned first by one of the partners to one person for Rs. 1,300/- and then by another partner to another person for Rs. 1,701/- and the considerations received were not brought into the partnership assets for the common benefit of the partners and the assignment was not justified by the existence of any special or extraordinary circumstances. It was held that the assignment in neither case was within the scope of the apparent or ostensible authority of the other partner and that the circumstances that the firm had become dissolved before either assignment made no difference and it was held further that the fact that one of the assignments was subsequently approved of and supported by the majority of the partners did not render it invalid. It was also held that Section 253 (5) of the India Contract Act did not mean that an ex pose facto confirmation could give validity to a transaction initially invalid and the section presupposes that a decision was taken, the question having been raised and debated. This authority has been followed by a Division Bench of the High Court of Andhra Pradesh in Bellapu Venktappayya v. Adusimilli Venkataramanjanevulu, ILR (1969) Andh Pra 274. The court held on a reading of Section 19 (2) (c) with Section 47 of the Indian Partnership Act, that it was clear that a partner had authority only to wind up the affairs of the firm and that it was not part of the winding up of the firm to compromise or relinquish a claim without receiving consideration thereunder and that no partner had a right to transfer an asset without consideration or gift it away or otherwise deal with it to the detriment of the partners; even in the case where there was no winding up of the affairs of a firm, a partner had no implied authority to transfer an asset or compromise or relinquish a claim or a part of the claim without the authority of the other partners; if a partner had no implied authority to transfer a claim or relinquish or compromise it, he could not say that it could be later ratified; where there was no authority at all at the inception, there could be no question of any ratification. The facts of this case were that the defendant, and one D, and one M.S and one K.V.S were partners, in which K.V.S was the Managing Partner. M.S retired and then the partnership continued and later on defendant also retired and the other three constituted the firm. Although, the defendant had ceased to be a partner and did not share the profit and losses in the partnership, he was made a partner as the banks were insisting on his signatures. Consequently, the partners executed an indemnity letter under which any liability which the defendant might have to incur on behalf of the firm would be indemnified by the firm and the individual partners. However, to all intents and purposes the defendant was a stranger. On the taking of the accounts, a large sum of amount was found due from the defendant to the firm, out of which a part was paid and for the balance of is. 2,000/- the defendant executed a promissory note through KVS, the Managing partner. Several suits were filed against the partnership in which the defendant made a partner, although he had ceased to be a partner and subsequently since the firm had huge losses, it was dissolved and the suit for rendition of accounts was pending. During the pendency of the suit, KVS, Managing Partner, purported to transfer the promissory note, which had been executed by the defendant in favour of the firm to the appellant. The appellant, therefore, on the basis of the promissory note instituted a suit. The suit was contested and was decreed by the court of first instance holding the appellant to be the holder in due course. The first appellate court, however found that the Managing Partner of the firm, KVS, had transferred the promissory note without any consideration and the endorsement being without consideration was invalid and so it dismissed the suit. Under these circumstances the appellant filed a second appeal, which came up before the High Court of Andhra, Pradesh. The learned single Judge, hearing the appeal, referred it to a Division Bench. The Division Bench observed:
“No partner has a right to transfer an asset without consideration or gift it away or otherwise deal with it to the detriment of the partners. We are not here concerned with those class of cases where for the purpose of completing unfinished business, liabilities have been incurred but a transfer of a claim of this kind does not come within the category of unfinished business which forms part of the winding up of a partnership business. Even in a case where there is no winding up of the affairs of a firm, a partner has no implied authority to transfer an asset or compromise or relinquish a claim or a part of the claim without the authority of the other partners. If a partner has no implied authority to transfer a claim or relinquish or compromise it, he cannot say that it can be later ratified. Where there is no authority at all at the inception, there can be no question of any ratification. Now that there is a finding that no consideration was paid by the appellant for the endorsement, that endorsement cannot be valid. But, Mr. Sitaramaiah contends that a third party who is a stranger cannot challenge the endorsement, and that it is only a partner who can challenge it. It appears to us that this contention has no force because if the transfer is without consideration and made by a person who has no authority to endorse, the defendant will be liable and cannot plead discharge in the event of one of the partners filing a suit against him. It would not be a valid defence for the defendant in a suit of that nature to contend that he had paid the money to the transferee by one of the partners who had no authority to transfer.”
Support for the view was sought from the decisions of the High Court of Bombay in Krishnaji Bharamji and Co. v. Abdul Razak Ahmedbhoy. AIR 1942 Bom 22 and Nagappa v. Bhagwanji Rasaji. AIR 1936 Mad 593. The Division Bench further observed that an argument had been based on Section 253 (5) of the Contract Act, which was to the effect that when differences arise as to ordinary matters connected with the partnership business, the decision shall be accordingly to the opinion of the majority of the partners. The court observed that it did not mean that an ex post facto confirmation could give validity to a transaction initially invalid and that the section presupposes that a decision was taken, the question having been raised and debated. It was accordingly held that an authority to give discharge for a debt on payment did not include a power to compromise or settle it in any way a partner likes.
19. In the special facts of the above noted case, the Division Bench of the Andh. Pra. High Court came to the conclusion that the provisions of law corresponding to S.12 of the Partnership Act did not allow ratification by a majority without the question having been raised and debated. No exception can be found to the rule of law that Section 12 (c) provides that any difference arising as to ordinary matters connected with the business may be decided by a majority of partners and every partner shall have the right to express his opinion before the matter is decided, but no change may be made in the nature of the business without the consent of all the partners. This rule shows that every partner is entitled to have an opportunity of being heard and press his point of view before the matter is decided and it is certainly not open to the majority to decide the matter ex post facto by ignoring the minority of the partners and then contend that they have now decided the matter and the holding of the meeting would not have brought about any different result. This cannot be allowed to be urged. But even this provision of law is subject to a contract to the contrary between the partners. Whatever may be said with regard to the right of the majority, which chooses to ignore the majority, no exception can really be found to all the partners consenting to any course of action or ratifying any act which has been done by any partner in excess of implied authority.
20. In the case in hand, no such legal infirmity can be found, as was pointed out by the High Court of Andhra Pradesh in the above noted case. In the instant case, the firm had not only been dissolved, but the debt in dispute (along with some others) had been expressly allotted to Krishan Avtar and he had been given the consent and authority of all the other partners to deal with the promissory note as his personal property and the surviving partners of the firm had disowned any interest or claim under the same. All the partners acted unanimously and they had ratified the acts of Krishan Avtar relating to the promissory note in dispute, which had been done by him after the notice of retirement. The partners have, therefore, waived their objection, if any, to the assignment of the promissory note in dispute by Krishan Avtar for an amount lesser than its face value. This clearly amounted to giving authority to Krishan Avtar to deal with the promissory note including the assignment or relinquishment or compromise of the claim under it, as if it were his personal property. Consequently. I hold that the assignment of the promissory note by Krishan Avtar on behalf of the partnership firm (finance company) made in favour of the plaintiff was valid and does rot suffer from any legal infirmity. The plaintiff was, therefore, a holder of the promissory note in due course for valuable consideration.
21. As a result. I affirm the finding and conclusions of the Lower Appellate Court and dismiss the appeal with costs.
Appeal dismissed.