' KHALIL-UR-REHMAN, J.-By the present Constitutional Petition the petitioner Syed Kausar Ali Shah has called in question the order of the Member, Election Commission of Pakistan dated 30th August, 1977 by which ho allowed the appeal of Mr. M. K. Khakwani against the order of the Returning Officer dated 20th August, 1977 accepting the nomination papers of the former for Constituency No, P. P. 99 Lahore VI in the impending General Elections. The learned Member found that the petitioner suffers from disqualification envisaged in clause (aa) of Sub-Article (2) of Article 10 of the House of Parliament and Provincial Assemblies (Election) Order, 1977 namely the President's (Pest Proclamation) Order No, 5 of 1977.
2. Facts are not in dispute. It is admitted before us that the petitioner is holding the post of a Project Manager in the National Construction Company (hereinafter referred to as N. C. C.) a body incorporated under the Companies Act. The crucial question that arise for consideration, therefore, is if the petitioner's case comes within the mischief of disqualifying clause; relevant portion of which is reproduced for facility of reference:- "10(2) A person shall not be qualified to be elected or chosen as member of Parliament unless, as provided in Article 62 of the Constitution-
(a) .........................
(aa) if he is in the service of any statutory body or anybody which is owned or controlled by the Government or in which the Government has a controlling share or interest or."
2. Learned counsel appearing for the petitioner has raised two main points before us; firstly that the Member of the Election Commission could not dispose of the appeal singly and that the same should have been heard by the Commission as constituted under Article 5 of the President's (Post- Proclamation) Order No, 4 of 19771 and secondly that N. C. C. Not being a body owned or controlled by the Government or in which the Government has a controlling share or interest, the petitioner cannot be said to suffer from disqualification complained of.
3. The various points raised in support of the first contention have been considered in our judgment recorded in Writ Petition No, 2208/1977 and for the reasons given in that judgment, we do not find any force in the first contention of the learned counsel and the same is therefore, repelled.
4. In elaborating the second contention, the learned counsel for the petitioner argued that in determining if the Government has a "controlling interest" in N. C. C. We should look to the shares actually held by the government out of the total capital of the company and should not take into consideration, as done by the learned Member, the shares held by any other body, such as P. I. A. In which the Government otherwise, may have an absolute control. It was contended that controlling interest in a company is always referable to a Voting Control and to nothing else. According to Article 81 of the Articles of Association of the Company, every shareholder has one vote for every share held by him and for the purpose of Election of Directors, who in terms of Article 116 are to supervise and control the affairs of the company, every member has such number of votes as is equal to the product of number of voting shares held by him and the number of Directors to be elected; as the Government with reference to the allocation of shares as reproduced by the learned Member in his judgment and admitted by the parties, has 2,49,997 shares of Rs, 10 each, out of the total of five lac shares, it cannot be said to enjoy voting control over the N. C. C. Referring to section 2(6) of the Business Profits Tax Act, 1947, he contended that where the Legislature intended in defining control of a company, to include control indirectly. It has provided expressly and, therefore, in all other case', control over a company means a direct control on the basis of voting strength enjoyed by the person. He cited Barclays Bank Ltd. v. Inland Revenue Commissioners (1).
5. We have given our anxious thought to the arguments raised by the learned counsel at the bar, and for the reasons to be noticed in the sequel we are not inclined to agree with him. The argument that the words "controlling interest" should be construed to mean control assumed on the basis of shares actually held by a person and thus giving him a direct control over the affairs of the company cannot be accepted. In thus construing we shall have to read something which is not there. Besides the phrase used is " or in which the Government has a controlling share or interest ".
If controlling interest is, as contended by the learned counsel, always referable to a voting control, the words "controlling share" are rendered superfluous. The author, by using the words 'controlling share' or controlling interest intended to meet two different situations. It is a good general rule in jurisprudence that one who reads a legal document, should not be prompt to ascribe to its language tautology or superfluity and should suppose that every word is intended to have some effect or be of some use. The words of a statute never should in interpretation be added to or subtracted from. It will be difficult to accept that RS the word 'control of company' has been defined in the Business Profits Tax Act in a particular way, we should while construing the clause read something which is not there. The words controlling interest, therefore, shall have to be considered in the ordinary sense. The Government will have controlling interest in the company if it controls more than 50 per cent. Of the capital. The perusal of allotment of shares described in the judgment of the learned Member shows that maximum number of shares are held either by the B Government or by Statutory Bodies controlled by the Government. Shares held by the Government and Pakistan International Airlines which holds fifty thousands shares, for example, are sufficient, if it can be shown that (1) (1959) 3 All E R 140 the Government has fell control over the affairs of the latter, to provide a controlling interest to the Government in the company. It was not denied at the bar that the Government has full control over the affairs of the P. I. A. And the fact stands established fully from the various provisions, as noticed by the learned Member in his impugned judgment, of the Pakistan Intentional Airlines Corporation Act (XIX of 1956). It may be added that the Government has tightened its grip over the P. I. A. Further by Pakistan International Airlines Corporation (Amendment) Act I of 1976.
' The case cited by the learned counsel when examined closely, does not support his contention.
Mr. Tom Shipside, whose personal representative were the plaintiff in the case had eleven hundred fully paid shares of 1 each in the capital of a company, T. Shipside, Ltd , with a shares capital of 10,000, divided into ten thousand shares of 1 each. Besides the eleven hundred shares registered in Mr. Shipside's sole name, he held 3,650 shares jointly with three other persons. The question arose, if, in terms of section 55(1) and (3) of the Finance Act, 1940, Mr. Shipside, in his life time was in 'control of the company'. It has thus been held at page 146 that:- "In my judgment, therefore, we ought, in conformity with the principles of law binding on us, to hold that the Crown has in this case discharged the onus which rests on it of showing that Mr. Shipside, during the relevant period, was (by virtue of the 3,650 shares registered in the names of himself and his three co-trustees his-own name being first on the register-and of the eleven hundred shares of which he was the registered proprietor and beneficial owner "in control of the company" within the meaning of section 55(1) and (3) of the Act."
' Besides the cases noticed by the learned Member in his judgment for forming the view that on the facts, the Government has the controlling interest in the N. C. C. And we are in complete agreement with which, we find that in the very judgment cited by the learned counsel, cases have been noticed which support the view taken by the learned Member. In S. Berendsen, Ltd. v. Inland Revenue Commissioners (1) it was held that :- "Where a registered shareholder was a body corporate it was necessary to look beyond the share register to ascertain who by their votes controlled that body corporate."
' Similarly in (1957) 2 All E R 622, Lord Evershed M. R., said :- ".. . Where the registered shareholder is a body corporate one nevertheless may, and indeed must, for certain purposes look beyond the register; for, since the company cannot itself speak, one must find out with whose voice it must do so. One may therefore ask: Who does control the body corporate by the necessary shareholding interest in it?"
7. For all the reasons we are inclined to concur with the view taken by the learned Member and finding no force in this petition, dismiss the same in limine.
(1) (1957) 2 All B R 612