The Constitution of Pakistan, 1973 Developed by Zain Sheikh

Per Shahid Anwar Bajwa, J-

(a)        Constitution of Pakistan(1973) Arts. 19-A-

A perusal of the Article indicates that every citizen has been conferred a right to have access to information in all matters of public importance, however, subject firstly to regulations and secondly to reasonable restrictions by law.  There is no disagreement that no such regulations have been framed.  Non-framing of the regulations cannot have effect of rendering the right guaranteed by Article 19-A as nugatory.  Therefore even if no regulations are framed this right is available to all the citizens.  In the absence of regulations and in the absence of restrictions task will be thrown to the Court to determine whether request for information in a particular case or denial of information in a particular case is reasonable or an order without lawful authority or not.  But the Article does not stop here it further says that it must be in “matters of public importance”.  Therefore, it must be a matter in which public at large or at least a substantial section of population is interested. [p. 181] A

(b)        Constitution of Pakistan(1973) Arts. 19-A & 199–

            r/w Companies Ordinance (XLVII of 1984) Ss. 290 & 305-

In the present case, information sought is regarding operation of a company which is just one of the 30,000 or so the companies incorporated in Pakistan.  What could be the element of public interest in disclosure of such information, the learned counsel has failed to point out or establish.  What the learned counsel argued was that if information is provided in this case it might help others in getting information in respect of such companies as they may be minority shareholders.   We cannot agree with the learned counsel for the petitioners.  Article 19-A is attracted when a particular information is of public importance.  When the information regarding operation of this company is of no significance to 99.9% of the people of Pakistan and it may be only the few shareholders or competitors or regulators which could be interested in the information.  Therefore, contention of the learned counsel that his right to get the information comes within the purview of Article 19-A to us appears to be misconceived.

Petitioners who are share holders in respondent No. 1 Company which is incorporated under the Companies Ordinance, 1984 and rights of shareholders, their rights to information, their rights to receive dividend and their rights in respect of mismanagement are extensively regulated under the Companies Ordinance, 1984.  For example if affairs are being mismanaged or funds are being used for the purposes other than the purposes of company, since the petitioners cumulatively hold 22% of the shares they have remedy of approaching this Court under section 290 of the Companies Ordinance or even under section 305 of the Companies Ordinance.  Learned counsel for the petitioners states that those remedies are time consuming and take a long time.  Since the same remedies are available before this Court this Court cannot say in exercise of its Constitutional jurisdiction that if a person comes under a provision of law which provides a complete remedy before this Court such action by that person would not be an adequate remedy provided by law.  Petitioner can in any case move application for urgent hearing.

Learned counsel for the respondent referred to Mohamamd Mohsin Butt and other v Muhammad Inayat Butt and other 2005 CLD 747, which was a winding up petition by some of the present petitioners against the present respondent no. 1 Company wherein a single Judge of this Court held that there is nothing in law to exclude consideration of controversial facts ad question requiring evidence while exercising jurisdiction under section 9 of the Companies Ordinance, 1984.  Those matter are still pending.  The petitioners have not disclosed in the petition pendency of those matters. They do not appear to have come with clean hands.   In any case, if the petitioners want the matters to be decided earlier and expeditiously they may make an appropriate application in that matter.  In any case in the case of Company which is not owned or controlled by the Government it is not available that direction for issuance of writ be made by this Court. If any authority is needed one may refer to Salahuddin and 2 others v. Frontier Sugar Mills and Distillery Ltd., Tokht Bhai and 10 others, PLD 1975 SC 244, In Gujrat Punjab Bus Limited and others v. Mian Muhammad Ashraf Pugganwala and others, PLD 1960 (W.P.)Lahore609, the petitioner was a Private Limited Company.  Dispute was going on between two groups of share-holders for its control and management.  Annual general meeting of the Company was called and the agenda was circulated.  Since it was apprehended that two rival groups were vying and therefore shouting may lead to blows and serious breach of peace, an application was made to the Deputy Commissioner Gujrat to make necessary arrangements for supervision of the election and to prevent breach of peace.  Deputy Commissioner issued instructions.  Meeting took place and certain persons were elected as Directors.  A petition was filed for a writ of mandamus or any other appropriate writ ordering 9 persons alleged to have been elected Directors not to function as directors of the Company and restraining them from acting as Directors of the company.  The High Court held that it is open to the petitioner to file suit questioning the legality of elections and it will be for the Court in which the suit is filed to record evidence and after exhaustive enquiry, to come to the conclusion as to the facts.  It was further observed that the petition was directed to enforce a personal right of the petitioners as distinguished from enforcement of a duty of a public nature and is, therefore, outside the scope of mandamus.

In the present case also all the prayers made by the petitioners pertain to enforcement of their rights as shareholders of respondent no. 1 Company which is not owned and controlled by the Government. No violation of any fundamental rights of the petitioners has been pointed out.  Consequently this constitutional petition is dismissed as not maintainable.  Listed application is disposed of. [pp. 181, 182, 183] B,C,D,E,F & G