U.P.STATE INDUSTRIAL DEV.CORPN. LTD. vs MONSANTO MFG. (P) LTD.

The Supreme Court upheld the High Court's decision that a mere change in shareholders or directors of a company does not constitute a transfer of interest under Clause 4(h) of the agreement for license or Clause 3(p) of the lease deed. The Court clarified that the legal entity of the company remains unchanged despite such changes, and therefore, the respondents are not liable to pay the transfer fee demanded by the appellant-Corporation. The judgment reinforces the principle that corporate identity is distinct from its shareholders' identities under the Companies Act, 1956.