Karnataka High Court
Magan Kanwar vs The Official Liquidator For Ngef Ltd on 6 April, 2017
Author: Raghvendra S.Chauhan
Bench: Raghvendra S. Chauhan
1
IN THE HIGH COURT OF KARNATAKA AT BENGALURU
DATED THIS THE 6TH DAY OF APRIL 2017
BEFORE
THE HON'BLE MR.JUSTICE RAGHVENDRA S. CHAUHAN
COMPANY APPLICATION NO. 86 OF 2017
IN
COMPANY PETITION NO. 154 OF 2002
BETWEEN:
1. Magan Kanwar
W/o Late Sri D. S. Shekhawat
Aged about 51 years
2. Himmat Singh Shekhawat
S/o Late Sri. D. S. Shekhawat
Aged about 30 years
3. Nishant Singh Shekawat
S/o Late Sri D. S. Shekhawat
Aged about 27 years.
All are residing at B-5, Brindavan Apts,
Adugodi, Hosur Road,
Bengaluru-560 030
....Applicants
(By Sri. Shashi Kiran Shetty, Senior Counse for
Smt. Latha S. Shetty, Advocates)
AND:
The Official Liquidator for NGEF Ltd
Office at Corporate Bhavan No.26-27
12th Floor, Raheja Towers, M. G. Road
Bengaluru-560 001
... Respondent
(By Sri. V. Jayaram, Advocate for OL)
2
This Company Application is filed under Section 151 of
CPC, R/w Rule 6 and 9 of the Companies (Court) Rules, 1959,
praying to direct the Official Liquidator to execute a proper
conveyance to the applicant's nominee "M/s Valmark Realty
Holding Pvt. Ltd., represented by its Managing Director
Mr. Ratan Lath" with respect to property bearing Transit Flat
No.46, 6th floor, Mount Unique Apartment 62, Pedder Road,
Mumbai Buildup Area-1540 Sq. fts with furniture and fixture,
i.e., flat of the Company under liquidation as per Section 55(1)
(d) of the Act; and Etc.
This company application coming on for orders this day,
the court made the following:
ORDER
The present Company application, namely C.A.No.86/2017, has been filed by the legal representatives of the late. Mr. D.S. Shekhawat, who was the successful bidder with respect to property bearing transit Flat No.46, 6th floor, Mount Unique Apartment 62, Pedder Road, Mumbai.
2. According to the applicant, by order dated 16.10.2014, passed in OLR.No.415/2014, this Court had directed the Official Liquidator to publish the notice for sale of assets of respondent Company. Subsequently, on 29.10.2014, the sale committee awarded the tender to Mr. D.S. Shekhawat, as he was the highest bidder for the 3 aforementioned bid. By the order dated 18.12.2014, this Court had approved the auction sale.
3. According to the sale notice, Mr. D. S. Shekhawat was required to pay full and final payment within thirty days from the date of acceptance of the offer before the Hon'ble Court. However, as he could not make the full and final payment, he filed an application, namely Company Application No.68/2015, before this Court for extension of time. By order dated 16.01.2015, this Court extended the time, and directed Mr. D. S. Shekhawat to pay the balance amount in two installments: first installment of Rs.2,00,00,000/- to be paid by 28.01.2015, and the balance amount to be paid on or before 10.02.2015. Consequently, Mr. D. S. Shekhawat made both the payments to the Official Liquidator by 10.02.2015. Subsequently, Mr. D. S. Shekhawat informed the Official Liquidator that he has entered into a Memorandum of Understanding ('MOU', for short) with M/s. Valmark Realty Holding Pvt. Ltd., for the said flat. Therefore, he had requested the Official Liquidator to execute the Sale Deed in favour of his nominee.
4
4. Unfortunately, on 06.01.2017, Mr. D. S. Shekhawat expired. Therefore, the present application has been moved by his legal representatives with the prayer that the Official Liquidator should be directed to execute a proper Conveyance Deed to the applicant's nominee, namely M/s Valmark Realty Holding Pvt. Ltd., represented by its Managing Director, Mr. Ratan Lath, with respect to the flat mentioned herein above.
5. Mr. Shashikiran Shetty, the learned Senior Counsel for the applicant, submits that in case of B. Himanthraju Setty V. Corporation of the City of Bengaluru, [AIR 1954 Mysore 145,] this Court has clearly observed that the filing of an application under Section 55(1)(d) of Transfer of Property Act, is merely to execute a proper conveyance, and the Section being silent as to the person in whose favour the conveyance is to be executed, the seller is, therefore, bound to execute a proper conveyance to the purchaser's nominee.
6. Further, by relying on the order passed by the this Court in the case of C. Ramaiah Reddy v. M/s. Surgicals and 5 Pharmaceuticals Company (Mysore) Limited (In liquidation) (in Company Application No.37/2008, in OLR No.785/2006, in Company Petition No.35/1978, disposed of on 24.01.2008), the learned Senior counsel for the applicant submits that in similar circumstances as the present one, this Court had directed the Official Liquidator to execute the Sale- Deed in favour of the nominee of the applicant therein. Thus, similar order should be passed in the present application.
7. On the other hand, the learned counsel for Official Liquidator submits that Section 55 (1)(d) of the Transfer of Property Act, relates to the contract entered into between the parties. According to the condition of sale, the sale of assets should be handed over only to the offerer, and no sale of assets can be handed over to a nominee of the offerer. Thus, the Official Liquidator is not in a position to enter into proper conveyance with the applicant's nominee.
8. In rejoinder, the learned Senior counsel for applicant submits that according to condition No.20 of the Sale Condition, this Court has ample power to revive the rights to rescind, amend or impose such other terms and conditions as 6 it may deem fit and proper, in the circumstances of the case. Therefore, the learned Senior Counsel prays that the proper directions should be given to the Official Liquidator.
9. Since the amount due for the said flat has already been paid by the late Mr. D. S. Shekhawat, since Mr. D.S. Shekhawat had entered into a 'MOU' with M/s. Valmark Realty Holding Pvt. Ltd., since in similar circumstances in the case of C. Ramaiah Reddy (Supra), this Court had already directed the Official Liquidator to execute a proper conveyance in respect of the nominee of the applicant therein, this Court also directs the Official Liquidator to execute a proper conveyance with respect to the aforementioned flat in favour of M/s. Valmark Realty Holding Pvt. Ltd., within a period of two weeks from the date of receipt of the certified copy of this order.
10. The application is hereby allowed.
Sd/-
JUDGE Mkm*