Define the term “promoter.”

– The Companies Act does not define the term “promoter” generally. The
“definition” contained in Section 45(5) is specific to Section 45(1) of the Act.

– In the words of Cockburn C.J in Twycross v Grant (1877) “A promoter apprehend isone who undertakes to form a company with reference to a given project and set it going and who takes the necessary steps to accomplish that purpose.”

– This definition does not identify the role played by a promoter.

– A promoter is any person who has taken some part in bringing a company into existence or in procuring persons to join it as soon as it is technically formed.

– The role of a promoter may be active or passive.

– The question who a promoter is, is one of fact and varies from circumstance to circumstance.

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