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Petitioner: KHADIJA EDIBLE OIL REFINERY (PVT.) LTD. VS Respondent: M.T. "GALAXY" and 4 others
Court Name: Sindh High Court Judge(s): Gulzar Ahmed, Imam Bux Baloch Title: KHADIJA EDIBLE OIL REFINERY (PVT.) LTD. vs M.T. "GALAXY" and 4 others Case No.: Admiralty Appeals Nos. 1 and 2 of 2011 Date of Judgment:2011-05-18 Reported As: 2011 CLD 1329 Result: Appeals dismissed
JUDGMENT
JUDGMENT ' GULZAR AHMED, J.---By these two Admiralty Appeals, the appellant has challenged the common order dated 18-2-2011 passed by the learned single Judge of this Court in Admiralty Suits Nos. 3 and 4 of 2011 dismissing the application of arrest of respondent No,1 ship. 2. Mr. Mazhar Lari, learned counsel for the appellant has contended that respondent No,4, Glory Ship Management Pte. Ltd. (the Glory) is beneficial owner of the ships M.T. Prosperity, M.T. Horizon and respondent No,1 M.T. Galaxy and the companies, who are shown to be registered owners of these three ships are merely sham companies. He has contended that the shareholders of the Glory and the three companies shown as registered owner of three ships are same except their numbers are different. He has contended that three registered owners of the three ships are subsidiaries of Glory. He has further contended that three companies shown as registered owners of three ships have been formed to defraud the creditors and claimants of the ships for that each of company has one ship registered in its name and when ship is sold or scrapped company becomes dormant and new ship is not acquired by the same company but in the name of a new company. He has contended that in 15 years period the Glory had 70 subsidiary companies and it in fact is the owner of ships and not a mere management company. He has further contended that the Glory in fact beneficially owns 100% shares of three companies and the respondent No,1 was beneficially owned by the Glory when the cause arose and at the time when the action was brought and is liable for the losses caused by M.T. Prosperity and M.T. Horizon as a sister ship. He has further contended that entire case of appellant is based upon the words "beneficially owned as respect majority share" as appearing in section 4(4) of the Admiralty Jurisdiction of High Court Ordinance, 1980 and has further contended that the word beneficial will be redundant if it is
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restricted to registered owner only. He has further contended that the word beneficial can be attributed to a person, who has beneficial interest in the shares of the ship and such person can be a registered owner or some one else and in case the claimant is able to prima fade prove that the beneficial owner is some one else other than registered owner then court will have to pierce veil of incorporation to find out who the beneficial owner is and such piercing of veil of incorporation depends upon particular facts of each case. He has further contended that the case being of fraud and deceit and the carrier by issuing of bill of lading on declaration of shipper and not on actual delivery of consignment on the ship is committing fraud. In support of his submissions he has relied upon the cases of MESSRS V.N. LAKHANI & COMPANY v. M.V. LAKATOI EXPRESS AND 2 OTHERS (PLD 1994 SC 894), CENTRAL INSURANCE COMPANY LTD. AND OTHERS v. M.T. TASMAN SPIRIT AND OTHERS 2004 CLD 695, Messrs MARATOS & CO. v. RICE TRADER AND 2 OTHERS (PLD 1989 Karachi 94), UNION COUNCIL, ALI WAHAN, SUKKUR v. ASSOCIATED CEMENT (PVT.) LIMITED (1993 SCMR 468), NIPPON YUSEN KAISHA (NYK) LINES v. MESSRS MSC TEXTILES (PRIVATE) LIMITED AND 6 OTHERS (PLD 2008 Karachi 244), YUKONG LTD. SOUTH KOREAN COMPANY, SEOUL, SOUTH KOREA v. M.T. EASTERN NAVIGATOR AND 2 OTHERS (PLD 2001 SC 57), SYED ADIL HUSSAIN v. MST. MAJDA (2000 CLC 1982), EASTERN FEDERAL UNION INSURANCE COMPANY LIMITED v. AMERICAN PRESIDENT LTNES LIMITED AND ANOTHER (PLD 1992 SC 291), ABDUL JALIL CHOWDHURY v. THE MUHAMMADI STEAMSHIP COMPANY, LTD. AND OTHERS (PLD 1961 SC 340), BRITISH INDIA STEAM NAVIGATION COMPANY LTD., LONDON v. NATIONAL SECURITY INSURANCE COMPANY LTD. (1985 CLC 1720), MESSRS FATIMA ENTERPRISE LTD. v. GOVERNMENT OF PAKISTAN AND OTHERS 2003 PTD 2791, BRUSGAARD KIOSTERUDS DAMPSKIBS AKTIESELSKAB v. SECRETARY OF STATE (AIR 1940 Bombay 294), EAST AND WEST STEAMSHIP Co. v. HOSSAIN BROTHERS AND OTHERS (PLD 1968 SC 15), (PLD 1986 Karachi 1599), THE AVENTICUM [1978] Vol:1 LLR 184, THE SAUDI PRINCE [1982] Vo 1:2 LLR 255 and Amoco Oil Co. v. PARPADA SHIPPING CO. LTD. (THE "GEORGE S") [1989]VOL:1 LLR 369. 3. On the other hand, Mr. Khalid Rehman, learned counsel for respondents has contended that appellant has no cause of action for filing of the suit as there was no short landing of consignment and that appellant has been delivered the consignment in accordance with law. He has further contended that the appellant has wrongly invoked the Admiralty Jurisdiction of High Court as the Glory is not the owner of three ships rather all the three ships are registered in the name of three different companies who are their real and beneficial owner. He has contended that provision of Section 4(4) of the Admiralty Jurisdiction of the High Courts Ordinance, 1981 qualifies the word beneficially owned with majority shares and the Glory has no share either in the respondent No,1 or the other two ships. He has contended that the beneficial ownership in three ships is in the name of three companies, who are their registered owners and hold 100% shares in their respective ship. He has contended that having common shareholders/Directors in Glory and three companies will not make Glory the owner of said ships as it has to be shown that Glory is beneficial owner of majority shares in the said ships. He has contended that it is only the registered owner who is real and legal owner of the three ships and further contended that even if it is assumed that Glory has 100% shares in three companies still it will have no property in the three ships as the property of these ships will remain that of its respective company. He has further contended that though fraud is alleged by the appellant but no particulars of fraud have been pleaded and merely there being one company one ship in itself will not give ground for pressing the case of fraud. He has contended that it is common practice in shipping industry of forming companies owing single ship and such companies keep their liabilities limited to the extent of single ship which is not prohibited by law. He has contended that appellant plea of the three companies being sham is altogether unfounded and no case of piercing the veil of incorporation is made out. In support of his submissions he has relied upon the cases of MESSRS V.N. LAKHANI COMPANY v. M.V. LAKATOI EXPRESS AND 2 OTHERS (PLD 1994 SC 894), CENTRAL INSURANCE COMPANY LTD. AND OTHERS v. M.T. TASMAN SPIRIT AND OTHERS 2004 CLD 695, Messrs MARATOS & CO. v. RICE TRADER AND 2 OTHERS (PLD 1989
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Karachi 94), UNION COUNCIL, ALI WAHAN, SUKKUR v. ASSOCIATED CEMENT (PVT.) LIMITED (1993 SCMR 468), YUKONG LTD. SOUTH KOREAN COMPANY, SEOUL, SOUTH KOREA v. M.T. EASTERN NAVIGATOR AND 2 OTHERS (PLD 2001 SC 57), SYED ADIL HUSSAIN v. Mst. MAJDA (2000 CLC 1982), BRITISH INDIA STEAM NAVIGATION COMPANY LTD., LONDON v. NATIONAL SECURITY INSURANCE COMPANY LTD. (1985 CLC 1720), M/S FATIMA ENTERPRISE LTD. v. GOVERNMENT OF PAKISTAN AND OTHERS 2003 PTD 2791, EAST AND WEST STEAMSHIP CO. GEORGE TOWN, MADRAS v. S.K. RAMALINGAM CHETTIAR (AIR 1960 SC 1058), MESSRS NEW JUBILEE INSURANCE Co. LTD., DACCA v. THE UNITED ORIENTAL STEAMSHIP Co., KARACHI AND ANOTHER (PLD 1975 Karachi 647), NEWZEALAND INSURANCE CO. LTD. CHITTAGONG v. M. A. ROUF AND OTHERS (PLD 1962 Dacca 31), DEUTSCHE DAMPSCHIFFFAHARTS-GESELLSCHAFT AND ANOTHER v. CENTRAL INSURANCE Co. LTD., KARACHI (PLD 1975 Karachi 819), CENTER CHEM PRODUCTS. INC. v. A/S REDERIET ODFJELL AND SKIBS A/S HASSLE AND A/S SPECIAL BANK (1972 AMC 373), NORTHEAST PETROLEUM CORP. v PRAIRIE GROVE, HER INGINES, ETC AND MATHIASEN'S TANKER INDUSTRIES, INC. (1977 AMC 2139), COLLECTOR OF CUSTOMS AND ANOTHER v. MESSRS FATIMA ENTERPRISES LIMITED AND OTHERS (2005 SCMR 1493), PROCEEDING IN REM AGAINS THE VESSEL M.T. PORTOFINO AND ANOTHER v. M.T. PORTOFINO 2003 CLD 1655, FARRED v. ALAXANDER [1976] Vol:1 ALL ER 129, BAKRI BUNKER TRADING COMPANY LIMITED v. THE OWNERS OF AND OTHER PERSONS INTERESTED IN THE SHIP NEPTUNE (1985 No, AJ211), ADAMS AND OTHERS v. CAPE INDUSTRIES PLC AND ANOTHER [1991] 1 Pal ER 929), GLASTONS SHIPPING LTD. AND CONTINENTAL CHARTERING & BROKERAGE LTD. HONG KONG BRACH v. PANASIAN SHIPPING CORPORATION AND WITHERS (THE GLASTONS) [1991] 1 LLR 482), THE SKAW PRINCE [1994] 3 SLR 379, MESSRS MSC TEXTILES (PRNATE) LIMITED THROUGH EXECUTIVE DIRECTOR v. ASIAN POLLUX AND 5 OTHERS (2007 CLD 1465), BANGLADESH SHIPPING CORPORATION v. M. V. NEDON AND ANOTHER (PLD 1981 Karachi 246), OWNERS OF THE MOTOR VESSEL MONTE ULIA v. OWNERS OF THE SHIPS BANCO AND OTHERS (The Banco) [19711 Vol:1 All ER 524, THE MARITIME TRADER [19811 Vol:2 LLR 153, MACAURA v. NORTHERN INSURANCE (1925) AC 619, (2003 HK LRD 49), THE EVPO AGNIC [19881 Vol:2 Lloyds' Report 411, ATLANTIC STEAMERS SUPPLY COMPANY v. M.V. TITISEE AND OTHERS (PLD 1993 SC 88), M.V. SEA SUCCESS-I v. LIVERPOOL & LONDON STEAMSHIP PROTECTION AND INDEMNITY ASSOCIATION LTD. AND ANOTHER (AIR 2002 Bombay 151), PAK-AMERICAN FERTILIZERS LTD., MIANWALI v. AMIR ABDULLAH KHAN (1984 CLC 2170/2175), GHULAM SHABBIR v. NUR BEGUM AND OTHERS (PLD 1977 SC 75), SALOMON v. SALOMON & CO. LTD. (1895 to 1899 All ELR 33). 4. Both the counsel have also filed their respective written note of arguments. We have considered the submissions of the learned counsel and have also gone through the record. 5. The main issue between the parties is with regard to beneficial ownership of respondent No, 1 against whom the appellant has filed two Admiralty Suits claiming short delivery of consignments of crude palm oil and RBD palm olein respectively from ships M.T. Prosperity and M.T. Horizon. With the plaint, the appellant has filed an application for the arrest of respondent No,1 ship claiming it to be a sister ship of M.T. Prosperity and M.T. Horizon and the Glory to be the beneficial owner of these ships. The respondents have filed counter affidavit to which rejoinder affidavit was filed by the appellant. After hearing the counsel for the parties, learned single Judge has passed the impugned order, by which the application for arrest of the respondent No,1 ship was dismissed and the interim order of arresting the said ship was recalled. With this appeal the appellant has filed application for arrest of the respondent No,1 ship. The respondents have filed counter affidavit so also cross- objections to the appeal. Affidavit in rejoinder has been filed by the appellant. 6. The appellant counsel has relied upon overview of M.T. Galaxy the respondent No, 1 filed as annexure 'A' showing that it is registered at Panama with Panama Flag. ' The Description under the title of ownership is given as follows:-- Group Owner Glory Ship Management Pte. Ltd. location Singapore
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Shipmanager Glory Ship Management Pte. Ltd. location Singapore Operator Glory Ship Management Pte. Ltd. location Singapore DOC Company Glory Ship Management Pte. Ltd. location Singapore IMO Company No. (DOC)1648236 Registered Owner Galaxy Maritime Ltd S.A. location Panama IMO Registered Owner No. 5390504 Technical Manager Glory Ship Management Pte. Ltd. location Singapore
' The overview of ship M.T. Prosperity annexure 'B' shows that it is registered at Singapore with Singapore flag. The description under the title of ownership is given as follows:-- Group Owner Glory Ship Management Pte. Ltd. location Singapore Shipmanager Glory Ship Management Pte. Ltd. location Singapore Operator Glory Ship Management Pte. Ltd. location Singapore DOC Company Glory Ship Management Pte. Ltd. location Singapore IMO Company No. (DOC)1648236 Registered Owner Galaxy Maritime Ltd S.A. location Panama IMO Registered Owner No. 5390504 Technical Manager Glory Ship Management Pte. Ltd. location Singapore The overview of ship M.T. Horizon filed as annexure 'B' in Admiralty Appeal No. 2 of 2011 shows that it is registered at Singapore with Singapore flag and description under the title of ownership is given as follows:
Group Owner Glory Ship Management Pte. Ltd. location Singapore Shipmanager Glory Ship Management Pte. Ltd. location Singapore Operator Glory Ship Management Pte. Ltd. location Singapore DOC Company Glory Ship Management Pte. Ltd. location Singapore IMO Company No. (DOC)1648236 Registered Owner Galaxy Maritime Ltd S.A. location Panama IMO Registered Owner No. 1555349 Technical Manager Glory Ship Management Pte. Ltd. location Singapore 7. The company overview of the Glory filed as annexure 'K' shows that is a company registered at Singapore which was founded in 1995. Under heading of Relationship, Galaxy Maritime, Ltd. S.A., Golden Regency Maritime Pte. Ltd. And Prosperity Maritime Pte. Ltd. Are shown as subsidiary
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companies of the Glory. The Shareholders and Directors of the Glory and the three subsidiaries are same persons who are Shareholders and Directors of the Glory except there is variation in their numbers that is in the Glory there are five persons as shareholders and Directors while in Galaxy Maritime Ltd. There are 3, in Golden Regency Maritime Pte. Ltd. There are 4 and in Prosperity Maritime Pte. Ltd. There are 4 persons as Shareholders and DirectoRs, 8. In the business profile of the Glory annexure M/ 1 it has 500000 ordinary shares of Singapore $ 500,000 of which 60,000 ordinary shares are held by Chuat Guat Keow, 360000 shares by NG. Kim Choon, 40000 shares by NG. San San and 40000 shares are in the name of NG. Tie Jin. Fifth Director NG Tee Ghee does not seem to have any share in his name as shares are exhausted among four earlier named DirectoRs, ' Business profile of Prosperity Maritime Pte. Ltd, annexure M/3 shows that it has 600000 ordinary shares of Singapore $ 600000 of which 400000 shares are in the name of NG. Kim Choon, 50000 shares in the name of NG. San San and 150000 shares in the name of NG. Tie Jin. ' The business profile of Golden Regency Maritime Pte. Ltd. Annexure M/4 shows that it has 1000000 ordinary shares of Singapore $ 1000000 of which 740000 shares are in the name of NG Tie Jin and 260000 shares in the name of NG Tee Ghee. ' Annexure M/5 is the certificate of registration of the Galaxy Maritime Ltd. S.A. Which is a company registered at Panama having capital of US$ 10,000.00 and it shows as its Directors NG Kim Choon, NG Tie Jin and NG San San and names of subscribers as Yvonne Elvira Arias Bell and Jorge Enrique Ram Aryan Rez. Number of shares held by these Directors and subscribers is not given in this document. 9. Copies of Lloyds Register filed by respondents with their counter affidavit in the Suits provide similar information as referred to above with addition of extensive technical information of these ships. 10. The respondents have also filed with the counter affidavit certificate of registration of ship M.T. Galaxy to show that Galaxy Maritime Ltd. S.A. Is 100% owner of it, certificate of registration of ship M.T. Prosperity showing Golden Regency Maritime Pte. Ltd. As owner of 64 shares and certificates of registration of ship M.T. Horizon showing Prosperity Maritime Pte. Ltd. As owner of 64 shares. 11. The respondents have also filed copy of management agreement between Galaxy Maritime Pte. Ltd. S.A. And Glory as manager, Golden Regency Maritime Pte. Ltd. As owner and Glory as manager, Prosperity Maritime Pte. Ltd as owner and Glory as manager. 12. In order to appreciate the contentions of learned counsel with regard to beneficial ownership of respondent No,1 by the Glory, same need to be examined in the light of applicable provision, which in the present case is section 4(4) of the Admiralty Jurisdiction of High Courts Ordinance, 1980 (the Ordinance) which reads as follows:-- 4.(4) In the case of any such claim as is mentioned in clauses (e) to (h) and (j) to (q) of subsection (2) of section 3, being a claim arising in connection with a ship, where the person who would be liable on the claim in an action in personam was, when the cause of action arose, the owner of charterer of, or in possession or in control of the ship, the Admiralty jurisdiction of the High Court may, whether the claim gives rise to a maritime lien on the ship or not, be invoked by an action in rem against-- (a) that ship, if at the time when the action is brought it is beneficially owned as respects majority shares therein by that person; or (b) any other ship which, at the time when the action is brought, is beneficially owned as aforesaid. 13. This provision came to be examined by Hon'ble Supreme Court in the case of Messrs V.N Lakhani & Company v. M.V. Lakatoi Express and 2 others ( PLD 1994 Supreme Court 894). The facts of this case were that petitioner imported goods which were shipped under bill of lading on vessel "Commandante Revello" owned by Messrs C.N.M. Compagnie De Navigazione Merzario S.R.L.
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(Merzario). Although transhipment was prohibited but the goods were transhipped on board vessel Lakatoi Express belonging to M/s. Artemis Lines S.A. Which was time chartered to Merzario. Petitioner filed Admiralty Suit against M.V. Lakatoi Express its owners and Messrs Anchor Shipping & Trading Co. Ltd., a local agent. Petitioner claimed that vessel being owned by same owner at the time when cause of action arose in personam was liable to be arrested. After quoting the provision of section 4(4) of the Ordinance Hon'ble Court proceeded to discuss the same as follows:-- "In applying section 4(4) one has to take into consideration the existing facts at the time when cause of action arose in connection with the offending ship. In order to invoke the jurisdiction, the plaintiff has to establish that: (1) The claim falls in any of the clauses as mentioned in clauses (e) to (h) and (j) to (q) of subsection (2) of section 3 and arises in connection with a ship. (2) When the cause of action for action in personam arose. (3) The person liable in an action in personam at the time when such cause of action arose, was the owner or charterer of or in possession or in control of the offending ship. (4) The offending ship or any other ship which is sought to be arrested, at the time action is brought is beneficially owned as respects majority shares by the person liable on the claim in an action in personam. 5. The key words in the provision are 'beneficially owned as respects majority shares'. The person liable for the claim in an action in personam should beneficially own majority shares. It is on compliance with this condition that action in rem for arrest of a sister vessel can be filed." ' Further-on in para 8, the Hon'ble Court has observed as follows:-- "8. In our view the learned Judges have taken correct view by excluding the charterer, be it time charterer or charterer by demise, from the category of persons who beneficially own majority shares in the ship sought to be arrested. The pre-condition for invoking jurisdiction under section 4(4)(a)(b) is that the person who would be liable on the claim in an action in personam was, when the cause of action arose, should beneficially own majority shares in the ship only then sister-ship can be arrested. If we take the view that the words "beneficially owned" may include even a demise charterer then words "as respects majority shares" will be completely redundant. The ownership of majority shares may be beneficial or legal is a condition precedent for invoking the jurisdiction. It is a well-settled principle of interpretation of statute that each and every word of a statute has to be given its meaning and no part of a statute can be treated as redundant or surplus. It, therefore, seems clear that the legislature intended to give an effective meaning to the words "as respects majority shares which can only be attributed to the owneRs, The petition is dismissed." 14. In the case of Central Insurance Company Ltd. And others v. M.T. Tasman Spirit and others (2004 CLD 695) the Hon'ble single Judge of this Court came to consider section 4(4) of the Ordinance in the light of the fact that Pakistan Refinery Ltd. (PRL) has imported consignment of crude oil which was brought by M.T. Tasman Spirit from Iran to Karachi and while entering harbour at Karachi Port it met with an accident resulting in leakage/spillage of oil into the sea. PRL lodged claim with the plaintiff Central Insurance Company Ltd. Under the policy who paid some amount and obtain subrogation and filed suit for the loss of oil and for expenses and sought arrest of two vessels namely M.T. Tasman Spirit and M.T. Endeavour II claiming them to be the sister ships whose registered owner defendants Nos. 3 and 4 were said to be owned by Polemis family. The Court in para 19 of its judgment found many similarities with regard to two vessels except its two registered owners being different and thereafter in para 23 expressed its views as follows:-- "23. In view of the above, the irresistible conclusion is that the defendants Nos.3 and 4 i.e. The companies are the respective registered as well as beneficial owners of the defendants Nos.1 and 2 and so the beneficial owners thereof. Being the companies, defendants Nos.3 arid 4 have their independent legal entities and can own and disown their properties. The natural persons own the
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shares of the company whereas the company own the properties. Even if it is traced out as to who owns defendants Nos. 3 and 4 the legal position will be that defendants Nos.3 and 4 are the owners of the defendants Nos. 1 and 2 and not persons/individuals who own the shares of defendants Nos. 3 and 4. Unveiling of the incorporation would only be required if there is an allegation of fraud and deceit on the part of any of the defendants Nos. 1 to 4. In the present case the plaintiffs have not made any such allegation. The plaintiffs also admitted that the defendants Nos.3 and 4 were the registered owners of the defendants Nos. 1 and 2. In presence of the admission on the part of the plaintiffs and the admission by defendants Nos.3 and 4 that they are the registered owners of the defendants Nos.1 and 2 no further investigation would be required to ascertain the ownership/beneficial ownership of the defendants Nos. 1 and 2. It will not be just and legal to discard and ignore the admitted position and rely upon the common factors of the defendants Nos. 1 to 4." 15. In the case of M.V. Sea Success I v. Liverpool & London Steamship Protection and Indemnity Association Ltd. And another (AIR 2002 Bombay 151), a judgment of Division Bench of Bombay High Court, the Court was dealing with the question whether a claim for unpaid insurance premium in respect of ship amounts to "necessary supplies" within the meaning of section 5 of the Admiralty Courts Act, 1861 so as to constitute maritime claim and in dealing with such question it was also confronted with another question that vessel Sea Success I is sister ship of two vessels Sea Glory and Sea Rangers in view of beneficial ownership management and control of all three vessels having been vested in defendant No, 2. After elaborate consideration of the latter question and the case-law the Court in paragraph 55 of its judgment observed as follows:- "The admiralty jurisdiction could be invoked not only against the offending ship in question but also against a sister ship in regard to which the claim arose", and this legal position is not disputed before us but the question is whether the allegations made in the plaint, particularly paragraphs 1 and 14 which are only relevant paragraphs in that regard by themselves prove that defendant No, 1 vessel "Sea Success I" is the sister ship of the vessel "Sea Glory" and "Sea Ranger". The answer is clearly no as the only pleading in respect of the defendant No, 1 vessel "Sea Success I" being sister ship of ships "Sea Ranger" and "Sea Glory" is that vessel "Sea Success I" is owned/ controlled by defendant No, 2 through its 100% wholly owned subsidiary S.S. Shipping Corporation Income of Monrovia and we have already indicated above that on that basis defendant No,2 cannot be held to be owner of the vessel "Sea Success I" since the ownership of a vessel is denoted by the shares in the ship and there is no allegation worth the name in the entire plaint that the defendant No,2 owns the shares in the defendant No, 1 vessel Sea Success I. The ships are deemed to be in the same ownership when all the shares are owned by the same person or persons (Article 3(2) of 1952 Brussels Arrest Convention). In paragraph 14 of the plaint it is averred that as stated in paragraph 1 of the plaint, the defendant No,1 vessel is a sister ship of the two vessels "Sea Glory" and "Sea Ranger" in view of the beneficial ownership, management and control of all three…
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