Delhi High Court - Orders
Cedar Infonet Pvt Ltd & Ors vs Stci Finance Limited & Ors on 4 February, 2021
Author: Vipin Sanghi
Bench: Vipin Sanghi, Rekha Palli
$~21 & 24
* IN THE HIGH COURT OF DELHI AT NEW DELHI
+ W.P.(C) 1372/2021 & CM APPL. 3852-3853/2021
CEDAR INFONET PVT LTD & ORS. ..... Petitioners
versus
STCI FINANCE LIMITED & ORS. ..... Respondents
+ W.P.(C) 903/2021 & CM APPL. 2397-2398/2021
LT COL HARDEEP SINGH BEDI RETD AND ANR.
..... Petitioners
versus
STCI FINANCE LIMITED & ORS. ..... Respondents
Through: Mr. Ashim Vaccher & Mr. Vaibhav Dabas, Advs. for the
petitioners.
Mr. Tanmaya Mehta, Adv. for the respondents.
CORAM:
HON'BLE MR. JUSTICE VIPIN SANGHI
HON'BLE MS. JUSTICE REKHA PALLI
ORDER
% 04.02.2021 These two writ petitions have been preferred against similar orders passed by the learned DRAT on 10.11.2020, whereunder the petitioners were directed to make the pre-deposit of the 50% of the due debt as a pre-condition for entertaining their appeals. The petitioners have also challenged the consequential orders passed by the DRAT on 20.11.2020 dismissing their appeals for non compliance of the condition of pre-deposit. While W.P.(C) Signature Not Verified Signed By:GARIMA MADAN Location: Signing Date:06.02.2021 16:13:03 903/2021 assails the order passed in Appeal No. 358/2019, arising out of the S.A. No.31/2019 (decided by the DRT-II, Delhi) preferred by the petitioners in the present writ petition, W.P.(C) 1372/2021 assails the order dated 10.11.2020 passed in Appeal No. 357/2019, arising out of S.A. No.32/2019 (DRT-II, Delhi).
Mr. Vaccher, learned counsel for the petitioner, explains at the outset that though Appeal No. 357/2019 pertains to the loan advanced to M/s Cedar Infonet Pvt. Ltd., the same was preferred by Lt. Col. Hardeep Singh Bedi (Retired) and his wife Mrs. Maninder Kaur Bedi, who were guarantors in respect of the said loan, as at the relevant time proceedings against the corporate entity M/s Cedar Infonet Pvt. Ltd., were pending before the NCLT. He further submits that Appeal No. 358/2019 has also been preferred by Lt. Col. Hardeep Singh Bedi (Retired) and his wife Mrs. Maninder Kaur Bedi in respect of loan advanced to them. By the two similar impugned orders, the DRAT has dismissed the said appeals which were preferred against similar orders passed by the DRT, rejecting the applications preferred by the applicants under Section 17 of the SARFAESI Act. By the impugned order, the learned DRAT has decided the waiver applications preferred by the petitioners/appellants before it and directed them to deposit 50% of the amount of the debt being claimed by the respondent No.1/STCI Finance Ltd. in its notice issued under Section 13(2) of the SARFAESI Act within a period of four weeks.
The submission of Mr. Vaccher, in relation to W.P.(C) 1372/2021, Signature Not Verified Signed By:GARIMA MADAN Location: Signing Date:06.02.2021 16:13:03 preferred by M/s Cedar Infonet Pvt. Ltd. is that the DRAT has not taken into account that the pledged shares had already been invoked by respondent No.1 and, therefore, from the date of invocation of the said pledge, the respondent No.1 became entitled to deal with the said shares. Resultantly their market value should have been adjusted, while claiming the debt due from the petitioner. The said adjustment was wrongly not made by the respondent No.1 while issuing the notice under Section 13(2) of the SARFAESI Act. It is the petitioner's claim that the value of 39,82,000 pledged shares of M/s Tulip Telecom Pvt. Ltd., a listed company was Rs.16,52,13,180/-(@ Rs. 41.49 per share) as on 03.10.2012. Prior to that pledge in respect of 27,000 shares was invoked on 27.08.2012 and the value of the said shares as on the said date was Rs.27,11,070/- (@ Rs. 100.41 per share). The petitioners claim that other payments of Rs.10,97,11,034/- were also made by them and consequently a total sum of Rs.27,76,35,284/- stands to the credit of respondent No.1 towards the loan account. Mr. Vaccher further submits that in a similar manner, in respect of a loan of Rs. 50 crores of another company of the same group namely M/s Sukhmani Technology Pvt. Ltd. pledged share of Tulip Telecom Pvt. Ltd. invoked on 27.08.2012 and thereafter on 03.10.2012, and the value of the said shares was Rs. 42,43,05,180/- on the date of invocation. Further payment of Rs.6,52,88,416/- were also made by the petitioners in respect of M/s Sukhmani Technology Pvt. Ltd and, therefore, a total sum of Rs. 48,95,93,596/- stands to the credit of respondent no.1 from the said company.
Signature Not Verified Signed By:GARIMA MADAN Location: Signing Date:06.02.2021 16:13:03As per Mr.Vachhar, subsequent to arbitration between the parties, a NIL award has been rendered in favour of the respondent No.1, which means that no amount is payable in the account of M/s Sukhmani Technology Pvt. Ltd., and, therefore, this total sum of Rs. 48,95,93,596/- also ought to be adjusted in the account of M/s Cedar Infonet Pvt. Ltd. He contends that the DRAT has not at all dealt with these aspects, while passing the impugned orders.
So far as the personal account of Lt. Col. Hardeep Singh Bedi (Retired) and his wife Mrs. Maninder Kaur Bedi subject matter of W.P.(C) 1372/2021 is concerned Mr. Vaccher, submits that though a loan of Rs. 15 crores was shown to have been advanced to them by the respondent No.1/STCI Finance Ltd., the same was immediately transferred back to the respondent No.1/STCI Finance Ltd. The same was on the alleged plea of adjustment towards outstanding loans in the account of M/s Cedar Infonet Pvt. Ltd. and M/s Sukhmani Technology Pvt. Ltd and thus no amount was in fact payable by Lt. Col. Hardeep Singh Bedi (Retired) and his wife Mrs. Maninder Kaur Bedi.
On the other hand, Mr. Mehta, who appears on advance notice for respondent No.1 opposes the petition. He has drawn our attention to the order passed by the Supreme Court on 16.04.2019 in an Appeal preferred by respondent No.1 against an order passed by the learned Single Judge granting unconditional leave to defend to Cedar Infonet Pvt. Ltd in a recovery suit preferred by respondent No.1 under Order 37 CPC. He submits Signature Not Verified Signed By:GARIMA MADAN Location: Signing Date:06.02.2021 16:13:03 that the Supreme Court vide its aforesaid judgment while setting aside the judgment of the Single Judge directed Cedar Infonet Pvt. Ltd to deposit an amount of Rs. 34 crores as a condition for grant of leave to defend; the said amount was not deposited and consequently, a decree has been passed in favour of respondent No.1 against Cedar Infonet Pvt. Ltd. for Rs. 80 crores alongwith interest which, according to Mr. Mehta has swelled to over Rs.109 crores as on date. He further submits that the defence taken by the petitioner is not correct inasmuch as the value of the shares, in respect of which, pledge was created was practically zero and even otherwise, the shares were not sold on account of a request made by the petitioners herein to withhold the sale of shares. In this regard, he has drawn our attention to the respondent No.1's contentions as noted by the Supreme Court in its order passed in Civil Appeal No.3980/2019, which he has screen-shared with us, reads as under:-
"The appellant invoked the pledge of 39,82,000 shares on 3 October 2012. On 5 October 2012, soon after the invocation of the pledge, the first respondent passed a Board resolution requesting the second and third respondents to furnish collateral security by way of a second charge on the mortgaged asset. Following the grant of an NOC by the fourth respondent, the second and third respondents executed a joint guarantee on 19 October 2012.
According to the appellant, all the lenders on the request of the second respondent agreed on 25 January 2013 not to place the pledged shares for sale. The loan was renewed by the appellant on 5 February 2013 for a period of six months at a revised rate of interest of 15% with monthly rests. This was secured by the execution of an acknowledgment of debt of securities dated 8 February 2013. There was a further renewal of the loan facility on 18 November 2013 for a period of two years. On 3 March 2014 Signature Not Verified Signed By:GARIMA MADAN Location: Signing Date:06.02.2021 16:13:03 this was secured by the execution of another acknowledgment on the part of the first respondent."
Having heard learned counsels and perused the record, we are not inclined to interfere with the impugned orders. The admitted position is that the outstanding amount payable under the decree, which has attained finality against Cedar Infonet Pvt. Ltd., is as on date to the tune of Rs.109 crores, which decree has neither been appealed against nor has the said amount been paid.
So far as the petitioners Lt. Col. Hardeep Singh Bedi (Retired) and his wife Mrs. Maninder Kaur Bedi are concerned, we find that they do not deny the fact that the amount of Rs. 15 crores was credited in their accounts, from which it was transferred towards the loan accounts of Cedar Infonet Pvt. Ltd. and Sukhmani Technology Pvt. Ltd, which are their own companies.
In the light of the aforesaid, once the learned DRAT has exercised its discretionary jurisdiction by taking into account all the relevant facts and circumstances as noted hereinabove, we find absolutely no reason to interfere with the said discretion. The writ petitions along with pending application being merit less are dismissed, leaving the parties to bear their respective costs.
VIPIN SANGHI, J REKHA PALLI, J FEBRUARY 4, 2021 kk Signature Not Verified Signed By:GARIMA MADAN Location: Signing Date:06.02.2021 16:13:03