Delhi High Court - Orders
Bennett, Colemn & Co. Ltd vs World Phone Internet Services Pvt Ltd & ... on 28 September, 2022
$~2 & 3
* IN THE HIGH COURT OF DELHI AT NEW DELHI
+ ARB.P. 82/2013
BENNETT, COLEMN & CO. LTD. ..... Petitioner
Through: Mr. Ashish Verma, Advocate
with Mr. Kumar Laxmikant,
petitioner in person.
(M): 9871603434
Email: [email protected]
versus
WORLD PHONE INTERNET SERVICES PVT LTD &
ORS. ..... Respondents
Through: Mr. Rhishabh Jotley, Advocate.
(M): 9971539973
Email: [email protected]
+ ARB.P. 237/2016
WORLD PHONE INTERNET SERVICES PVT.
LTD. ..... Petitioner
Through: Mr. Rhishabh Jotley, Advocate.
(M): 9971539973
Email: [email protected]
versus
BENNETT, COLEMAN & CO. LTD. ..... Respondent
Through: Mr. Ashish Verma, Advocate
with Mr. Kumar Laxmikant,
petitioner in person.
(M): 9871603434
Email: [email protected]
CORAM:
HON'BLE MS. JUSTICE MINI PUSHKARNA
ORDER
% 28.09.2022 Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 1 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 I.A. No. 15988/2022 (Application under Order XXIII Rule 3 read with Section 151 CPC on behalf of the petitioner and the respondent nos. 1-4 along with supporting affidavits)
1. This is an application under Order XXIII Rule 3 read with Section 151 CPC on behalf of petitioner and respondent nos. 1-4 jointly.
2. The present petitions have been filed seeking appointment of an Arbitrator to adjudicate disputes between the parties. ARB.P.82/2013 has been filed with respect to disputes that have arisen under a Share Subscription Agreement dated 24.07.2007 executed between the parties. ARB.P.237/2016 has been filed with respect to disputes pertaining to Advertisement Agreement between the parties.
3. During pendency of the present two petitions, parties were desirous of settling their disputes and thus were referred to Delhi High Court Mediation and Conciliation Centre by this Court. It is submitted that comprehensive mediation sessions were held with parties along with counsels during the process of mediation. Thus, parties have with the assistance of mediator have voluntarily arrived at an amicable solution resolving all disputes and differences which had arisen between parties.
4. It is submitted that parties have now settled their disputes voluntarily and of their own will. This has resulted in Settlement Agreement dated 19.09.2022. The said Settlement Agreement between the parties categorically stipulates that parties confirm and declare that they have voluntarily and of their own free will without any pressure, coercion, threat or undue influence of any kind have arrived at present Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 2 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 settlement. The terms of settlement are as follows:-
"6. That the parties have decided to enter into a compromise during the Mediation proceedings on the following terms and conditions-
I) That WPISPL and its Parent Company, TI Investment Services LLC and/or is affiliate WPI Group Inc. and/or Aditya Singh Ahluwalia shall pay to BCCL, as one time full and final settlement an amount of Rupees 4,00,00,000 Only (Rupees Four Crores Only) against all claims arising out of or in connection with the Share Subscription Agreement ("SSA") dated 24.07.2007 and the Advertising Agreement („AA‟) dated 18.07.2007. That subsequent to the full and final payment of Rs.
4,00,00,000 (Rupees Four Crores Only) made in the manner and mode as mentioned below, none of the Parties to these Petitions shall be left with any c1aim(s) what so ever against each other. II) That the aforesaid payment of Rs. 4,00,00,000 (Rupees Four Crores Only) shall be made in 30 (Thirty) monthly installments as per the below mentioned schedule, to which the WPISPL and other agree and undertake to honor the RTGS paid out as part of this settlement upon their presentation. III) The consideration for transfer of such shares shall be Rs. 44,44,450/- (Rupees Forty Four Lakhs Forty Four Thousand Four Hundred and Fifty Only) to be paid by Respondent No.2 through his nominee Ms. Neha Mittal (a Person resident in India as understood under the Foreign Exchange Management Act, 1999 and the relevant regulations thereunder per relevant FEMA guidelines), which has been mutually agreed between the parties and will be included as part of the total settlement of Rs 4 Crore agreed in this settlement agreement. IV) That the payments will be made as per the following schedule/trenches, which the Respondents agree and undertake to honour upon presentation-
Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 3 of 17 By:PREETI Signing Date:06.10.2022 18:20:11a) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.09.2022 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/- (Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.09.2022 favoring BCCL Issued by Respondent No. 2.
b) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.10.2022 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/- (Rupees One Lac, Forty Eight Thousand, One Hundred an Forty Eight Only) vide RTGS dated 26.10.2022 favoring BCCL issued by Respondent No. 2.
c) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.11.2022 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.11.2022 favoring BCCL issued by Respondent No.2.
d) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.12.2022 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/- ( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.12.2022 favoring BCCL issued by Respondent No. 2.
e) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.01.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 4 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 26.01.2023 favoring BCCL issued by Respondent No.2.
f) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.02.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.02.2023 favoring BCCL issued by Respondent No.2.
g) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.03.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/- (Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.03.2023 favoring BCCL issued by Respondent No.2.
h) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.04.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/- (Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.04.2023 favoring BCCL issued by Respondent No.2.
i) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.05.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.05.2023 favoring BCCL issued by Respondent No.2.
j) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.06.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 5 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.06.2023 favoring BCCL issued by Respondent No.2.
k) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.07.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.07.2023 favoring BCCL issued by Respondent No.2.
l) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.08.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.08.2023 favoring BCCL issued by Respondent No.2.
m) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.09.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.09.2023 favoring BCCL issued by Respondent No.2.
n) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.10.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.10.2023 favoring BCCL issued by Respondent No.2.
o) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 6 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 vide RTGS dated 26.11.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.11.2023 favoring BCCL issued by Respondent No.2.
p) Rs, 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.12.2023 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.12.2023 favoring BCCL issued by Respondent No.2.
q) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.01.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.01.2024 favoring BCCL issued by Respondent No.2.
r) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.02.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.02.2024 favoring BCCL issued by Respondent No.2.
s) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.03.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.03.2024 favoring BCCL issued by Respondent No.2.
Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 7 of 17 By:PREETI Signing Date:06.10.2022 18:20:11t) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.04.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/ (Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.04.2024 favoring BCCL issued by Respondent No.2. u) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.05.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.05.2024 favoring BCCL issued by Respondent No.2.
v) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.06.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.06.2024 favoring BCCL issued by Respondent No.2.
w) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.07.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,148/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Forty Eight Only) vide RTGS dated 26.07.2024 favoring BCCL issued by Respondent No.2.
x) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.08.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,158/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Fifty Eight Only) vide RTGS dated 26.08.2024 favoring BCCL issued by Respondent Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 8 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 No.2.
y) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.09.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,158/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Fifty Eight Only) vide RTGS dated 26.09.2024 favoring BCCL issued by Respondent No.2.
z) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.10.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,158/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Fifty Eight Only) vide RTGS dated 26.10.2024 favoring BCCL issued by Respondent No.2.
aa) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.11.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,158/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Fifty Eight Only) vide RTGS dated 26.11.2024 favoring BCCL issued by Respondent No.2.
bb) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.12.2024 favoring BCCL by Respondent No. 1 and Rs. 1,48,158/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Fifty Eight Only) vide RTGS dated 26.08.2024 favoring BCCL issued by Respondent No.2.
cc) Rs. 12,01,852/- (Rupees Twelve Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.01.2025 favoring BCCL by Respondent No. 1 and Rs. 1,48,158/-( Rupees One Lac, Forty Eight Thousand, One Hundred Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 9 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 and Fifty Eight Only) vide RTGS dated 26.01.2025 favoring BCCL issued by Respondent No.2.
dd) Rs. 7,01,852/- (Rupees Seven Lacs, One Thousand, Eight Hundred and Fifty Two Only) vide RTGS dated 26.02.2025 favoring BCCL by Respondent No. 1 and Rs. 1,48,158/-( Rupees One Lac, Forty Eight Thousand, One Hundred and Fifty Eight Only) vide RTGS dated 26.02.2025 favoring BCCL issued by Respondent No.2.
V) That WPISPL had earlier issued 21,50,000 preferential shares valued at Rs 100 per share (share certificates bearing Registered Folio No. P- 01 and having the distinct nos.1 to 21,50,000). On the date of acceptance of the present Settlement Agreement by the Hon'ble Delhi High Court, pursuant to an application filed in terms of clause 9 of this Settlement Agreement, the Respondent No.1 WPISPL shall replace the above share certificate dated 21.04.2008 and give Thirty (30) share certificates to BCCL in lieu thereof, details of which are given as under:
Preference Distinctive No. Serial Share No. Certificate From To No. 1 P-02 1 71500 2 P-03 71501 143000 3 P-04 143001 214500 4 P-05 214501 286000 5 P-06 286001 357500 6 P-07 357501 429000 7 P-08 429001 500500 Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 10 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 8 P-09 500501 572000 9 P-10 572001 643500 10 P-11 643501 715000 11 P-12 715001 786500 12 P-13 786501 858000 13 P-14 858001 929500 14 P-15 929501 1001000 15 P-16 1001001 1072500 16 P-17 1072501 1144000 17 P-18 1144001 1215500 18 P-19 1215501 1287000 19 P-20 1287001 1358500 20 P-21 1358501 1430000 21 P-22 1430001 1501500 22 P-23 1501501 1573000 23 P-24 1573001 1644500 24 P-25 1644501 1716000 25 P-26 1716001 1787500 26 P-27 1787501 1859000 27 P-28 1859001 1930500 28 P-29 1930501 2002000 29 P-30 2002001 2073500 30 P-31 2073501 2150000
a) The abovementioned Thirty certificates shall be handed over by the authorized representatives of WPISPL to the authorized representative of BCCL, and the share certificate earlier issued dated 21.04.2008 shall be taken back by the authorized representative of WPISPL.
b) The parties have agreed that the First Party i.e. the Petitioner, on encashment/realization of the tranche amount of the entire first payment of Rs.13,50,000/- as detailed in clause 6(IV)(a) in 26.09.2022 will hand over the certificate No. P-02 to the Second Party i.e. Respondent No.1 within one week from the date of realization of the said amount.
c) The certificate No. P-03 will be handed over by the First Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 11 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 Party to the Second Party on encashment/realization of entire second tranche amount i.e. RGTS dated 26.10.2022 as detailed in clause 6(IV)(b) within one week from such realization;
d) The certificate No. P-04 will be handed over by the First Party to the Second Party on encashment/realization of entire third tranche amount i.e. RGTS dated 26.11.2022 as detailed in clause 6(IV)(c) within one week from such realization;
e) The certificate No. P-05 will be handed over by the First Party to the Second Party on encashment/realization of entire fourth tranche amount i.e. RTGS dated 26.12.2022 as detailed in clause 6(IV)(d) within one week from such realization;
f) The certificate No. P-06 will be handed over by the First Party to the Second Party on encashment/realization of entire fifth tranche amount i.e. RTGS dated 26.01.2023 as detailed in clause 6(IV)(e) within one week from such realization;
g) The certificate No. P-07 will be handed over by the First Party to the Second Party on encashment/realization of entire sixth tranche amount i.e. RGTS dated 26.02.2023 as detailed in clause 6(IV)(f) within one week from such realization;
h) The certificate No. P-08 will be handed over by the First Party to the Second Party on encashment/realization of entire seventh tranche amount i.e. RTGS dated 26.03.2023 as detailed in clause 6(IV)(g) within one week from such realization;
i) The certificate No. P-09 will be handed over by the First Party to the Second Party on encashment/realization of entire eighth tranche amount i.e. RTGS dated 26.04.2023 as detailed in clause 6(IV)(h) within one week from such realization; and,
j) Certificate no. P-10 will be returned to the Second Party i.e. Respondent NO.1 on encashment/realization of entire ninth tranche amount i.e. RTGS dated 26.05.2023 as detailed in clause 6(IV)(i) within one week from such Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 12 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 realization.
k) Certificate no. P-11 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire tenth tranche amount i.e. RTGS dated 26.06.2023 as detailed in clause 6(IV)(j) within one week from such realization.
l) Certificate no. P-12 will be returned to the Second Party i.e. Respondent NO.1 on encashment/realization of entire eleventh tranche amount i.e. RTGS dated 26.07.2023 as detailed in clause 6(IV)(k) within one week from such realization.
m) Certificate no. P-13 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire twelfth tranche amount i.e. RTGS dated 26.08.2023 as detailed in clause 6(IV)(I) within one week from such realization.
n) Certificate no. P-14 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire thirteenth tranche amount i.e. RTGS dated 26.09.2023 as detailed in clause 6(IV)(m) within one week from such realization.
o) Certificate no. P-15 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire fourteenth tranche amount i.e. RTGS dated 26.10.2023 as detailed in clause 6(IV)(n) within one week from such realization.
p) Certificate no. P-16 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire fifteenth tranche amount i.e. RTGS dated 26.11.2023 as detailed in clause 6(IV)(o) within one week from such realization.
q) Certificate no. P-17 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire sixteenth tranche amount i.e. RTGS dated 26.12.2023 as detailed in clause 6(IV)(p) within one week from such realization.
r) Certificate no. P-18 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 13 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 seventeenth tranche amount i.e. RTGS dated 26.01.2024 as detailed in clause 6(IV)(q) within one week from such realization.
s) Certificate no. P-19 will be returned to the Second, Party i.e. Respondent No.1 on encashment/realization of entire eighteenth tranche amount i.e. RTGS dated 26.02.2024 as detailed in clause 6(IV)(r) within one week from such realization
t) Certificate no. P-20 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire nineteenth tranche amount i.e. RTGS dated 26.03.2024 as detailed in clause 6(IV)(s) within one week from such realization.
u) Certificate no. P-21 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire twentieth tranche amount i.e. RTGS dated 26.04.2024 as detailed in clause 6(IV)(t) within one week from such realization.
v) Certificate no. P-22 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire twenty first tranche amount i.e. RTGS dated 26.05.2024 as detailed in clause 6(IV)(u) within one week from such realization.
w) Certificate no. P-23 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire twenty second tranche amount i.e. RTGS dated 26.06.2024 as detailed in clause 6(IV)(v) within one week from such realization.
x) Certificate no. P-24 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire twenty third tranche amount i.e. RTGS dated 26.07.2024 as detailed in clause 6(IV)(w) within one week from such realization.
y) Certificate no. P-25 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire twenty fourth tranche amount i.e. RTGS dated 26.08.2024 as detailed in clause 6(IV)(x) within one week from such realization.
Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 14 of 17 By:PREETI Signing Date:06.10.2022 18:20:11z) Certificate no. P-26 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire twenty fifth tranche amount i.e. RTGS dated 26.09.2024 as detailed in clause 6(IV)(y) within one week from such realization.
aa) Certificate no. P-27 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire twenty sixth tranche amount i.e. RTGS dated 26.10.2024 as detailed in clause 6(IV)(z) within one week from such realization.
bb) Certificate no. P-28 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire twenty seventh tranche amount i.e. RTGS dated 26.11.2024 as detailed in clause 6(IV)(aa) within one week from such realization.
cc) Certificate no. P-29 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire twenty eighth tranche amount i.e. RTGS dated 26.12.2024 as detailed in clause 6(IV)(bb) within one week from such realization.
dd) Certificate no. P-30 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire twenty ninth tranche amount i.e. RTGS dated 26.01.2025 as detailed in clause 6(IV)(cc) within one week from such realization.
ee) Certificate no. P-31 will be returned to the Second Party i.e. Respondent No.1 on encashment/realization of entire thirtieth tranche amount i.e. RGTSjDemand Draft dated 26.02.2025 as detailed in clause 6(IV)(dd) within one week from such realization.
VI) That the First Party while handing over the share certificate will also hand over the share transfer deed along with each share certificate. VII) That the Second Party i.e. Respondent No.1 has also requested that if there is any difficulty in making payment as per the aforementioned schedule, they will inform the First Party i.e. Petitioner, in advance and both parties have agreed Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 15 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 that maximum period of 15 days will be given for transfer of funds from the due date. The Second Party undertakes to get the above RTGS effected on the dates mentioned and otherwise agreed above. It is clarified that share certificate and share transfer deed will be handed over by the First Party to the Second Party only after realization of the Payment.
VIII) That it is expressly agreed between the Parties that besides the disputes mentioned and/ or referred to above BCCL also has instituted the following complaints under Section 138 of the Negotiable Instruments Act and the same are pending:
a. Complaint Case No. 239/SS/2009 pending before the Ld. Metropolitan Magistrate, Ballard Pier, Mumbai b. Complaint Case No. 5654/SS/2009 pending before the Ld. Metropolitan Magistrate, Ballard Pier, Mumbai BCCL agrees and undertakes to withdraw the above two cases and any other complaint arising out of the present dispute, that may have been instituted by the BCCL, in terms of this Agreement, prior to the next date of hearing of these cases.
7. The Parties are also agreed that WPISPL shall treat the amount of Rs. Four Crores, less the consideration in clause 6(III) as mentioned above agreed in this settlement agreement, as a settlement against all claims arising out of or in connection with the Share Subscription Agreement ("SSA") dated 24.07.2007 and the Advertising Agreement CAA') dated 18.07.2007. It is clarified that the payment shall not constitute any advance against advertisement, nor will it create any liability or claim, whether expressed or implied, against any party.
8. That only upon successful payment of the above mentioned amounts shall no party shall have any other claims against each other.
9. The Petitioner and Respondent Nos. 1 - 4 have agreed to Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 16 of 17 By:PREETI Signing Date:06.10.2022 18:20:11 also move an application under Order 23 Rule 3 CPC before the Hon'ble High Court after signing the settlement agreement"
5. In terms of the aforesaid settlement, the petitioner in ARB.P. 82/2013 has handed over original share certificate to respondent i.e. World Phone Internet Services Pvt Ltd (WPISP). In view thereof, WPISP has handed over 30 certificates to petitioner i.e. Bennett Colemn & Co. Ltd. in the Court.
6. In view of aforesaid settlement between the parties, parties submit that there does not remain any cause of action for appointment of any Arbitrator.
7. It is pointed out by learned counsel for petitioner in ARB.P. 82/2013 that an amount of Rs. 12,01,852/- was to be paid by respondent i.e. WPISP by 26.09.2022. He submits that said payment is yet to be made by respondent. However, learned counsel for respondent submits that they were waiting for settlement to be recorded before this Court. Thus, it is submitted that said payment shall be made to petitioner within a period of two weeks.
8. In view of aforesaid, the present petitions are disposed of in terms of settlement.
9. The captioned application also stands disposed of.
MINI PUSHKARNA, J SEPTEMBER 28, 2022/c Signature Not Verified Digitally Signed ARB.P. 82/2013 Page 17 of 17 By:PREETI Signing Date:06.10.2022 18:20:11