Gujarat High Court
Premier Auto Electric Ltd. vs Anand Cotspin Ltd. on 21 August, 2018
Author: R.M.Chhaya
Bench: R.M.Chhaya
C/COMP/205/1998 IA ORDER
IN THE HIGH COURT OF GUJARAT AT AHMEDABAD
OFFICIAL LIQUDATOR REPORT NO. 1 of 2015
IN
R/COMPANY PETITION NO. 205 of 1998
==========================================================
OFFICIAL LIQUIDATOR OF ANAND COTSPIN LTD.
Versus CANARA BANK ========================================================== Appearance:
MS KJ BRAHMBHATT for the PETITIONER(s) No. OFFICIAL LIQUIDATOR for the PETITIONER(s) No. NOTICE SERVED for the RESPONDENT(s) No. ========================================================== CORAM: HONOURABLE MR.JUSTICE R.M.CHHAYA Date : 21/08/2018 IA ORDER Heard Ms. K.J.Brahmbhatt, learned counsel for the applicant - Official Liquidator. Though served, no one appears for the respondent.
2. By this report, the Official Liquidator has prayed for the following reliefs:
(A) This Hon'ble Court may be pleased to permit the Official Liquidator to fix up the upset Price and EMD as stated in para-5 to this report, and the Official Liquidator may also be permitted to invite offers for sale of assets of the Company as per the described in para-5 of this report by publishing advertisement in "Times of India", English script in Ahmedabad edition and "Gujarat Samachar", Gujarati script in Ahmedabad and Vadodara editions or such other upset price, EMD and newspapers, as may be considered appropriate by this Hon'ble Court and also permit the Official Liquidator to pay the advertisement bill from the funds avail;able in the Company's account on receipt of the bill from the advertising agency.Page 1 of 12
C/COMP/205/1998 IA ORDER
3. Learned counsel for the Official Liquidator has taken this court through factual matrix arising out of this application. Record indicates that the Company named "M/s.
Anand Cotspin Ltd." was ordered to be wound-up by this Court vide order dated 20.03.2003 in Company Application No.205/1998 and the Official Liquidator attached to this Court was appointed as liquidator of the said Company (under liquidation). Pursuant to the order of winding-up, the liquidator has taken possession of the assets and properties of the Company (in liquidation) including freehold land and building structure, dispensary, "Green Villa", situated at City Survey No.4, Nr. Bhadra Kacheri, Panigate, Vadodara and office premises situated at office No.S-9, Vishal Complex, 2nd Floor, behind Income Tax office, near Torrent House, Ahmedabad. It further appears that, this Court vide order dated 28.08.2009 passed in OLR No.3/2004 constituted a Sale Committee consisting Official Liquidator as Chairman and the Secured Creditors and Workers' Union, if any, as members for sale of the assets of the Company (in liquidation). Pursuant to the same, the Official Liquidator has convened a meeting of the Sale Committee on 27.11.2014 to discuss and decide further course of action for sale of the assets of the Company (in liquidation). Further, as decided in a Sale Committing meeting held on 24.07.2013, Shri Induprasad C. Patel, Government Approved Valuer has submitted its valuation report in a sealed cover, which was placed before the members of the Sale Committee on 27.11.2014 and the same was opened in the Page 2 of 12 C/COMP/205/1998 IA ORDER presence of members of the Sale Committee. In the said meeting, it was also observed that the date mentioned in the valuation report needs to be re-verified. Shri Induprasad C. Patel, Govt. Approved Valuer has stated in the report that they will again visit the site and submit supplementary report.
4. It further appears that, the Official Liquidator has again convened a meeting of the Sale Committee on 17.12.2014, whereby, Shri Induprasad C. Patel, Govt. Approved Valuer has handed over supplementary report dated 15.12.2014 and the same was opened in presence of members of the Sale Committee. It was observed by the members of the Sale Committee that the valuer has valued the property as under:
Particulars Market Realizable Distress Jantri Value(Rs) Value (Rs.) Value (Rs.) Value (Rs.) Freehold land 65,73,000/- 59,16,000/- 52,58,000/- 44,66,000/-
approximately 390.19
sq.mtrs. alongwith
building structure,
Dispensary "Green
Villa", situated at
City Survey No.4, Nr.
Bhadra Kacheri,
Panigate, Vadodara.
Office premises 21,84,000/- 19,66,000/- 17,47,000/- 20,29,200/-
situated at office
No.S-9, Vishal
Complex, 2 nd
Floor,
behind income tax
Office, Nr. Torrent
House, Ahmedabad
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C/COMP/205/1998 IA ORDER
5. The members of the Sale Committee recommended the upset price to be fixed at the marker price i.e. Rs.65,73,000/- for dispensary, Vadodara and Rs.21,84,000/- for office premises, Ahmedabad. The EMD recommended by Sale Committee to be fixed as rate of 10% of upset price. The details are as under:
Lot Particulars of the Property Upset Price EMD (Rs.) No. (Rs.) I Freehold land approximately 390.19 65,73,000/- 6,57,300/-
sq.mtrs. alongwith building structure, Dispensary "Green Villa", situated at Nr. Bhadra Kacheri, Panigate, Vadodara.
II Office premises situated at office 21,84,000 2,18,400/-
No.S-9, Vishal Complex, 2nd Floor, behind income tax Office, Nr. Torrent House, Ahmedabad
6. As discussed and recommended by the members of the Sale Committee, advertisement may be published in the the newspapers namely "Times of India", English script and "Gujarat Samachar", Gujarati script, both in Ahmedabad and Vadodara editions.
7. It deserves to be noted that, present report is filed by the Official Liquidator in the month of 2015 seeking permission to fix the upset price and EMD for sale of the properties of the Company as mentioned in para 5 of the report. Considering the fact that, as more than two years have passed and as the sale process should not be done on the basis of the valuation report prepared in the year 2013, this Court vide order dated 23.02.2018 has passed the following order Page 4 of 12 C/COMP/205/1998 IA ORDER directing the Official Liquidator to file appropriate report to undertake the sale process :
"1. The present report was filed in the month of January 2015 to permit the Official Liquidator to fix upset price and EMD for sale of the properties of the company as mentioned in para-5 of the report. As per the report, the sale program, at the relevant time suggested, was in the month of February 2015 based on the valuation done by the approved valuer in the month of October 2013.
2. Since more than two years have passed, the Court finds that the sale process should not be undertaken with the valuation of the properties of the company done in the year 2013. Therefore, the Official Liquidator may get fresh valuation of the properties of the company done by the approved valuer and place the same before the sale committee for its consideration for the purpose of fixing upset price and EMD and for taking further action for sale of the properties of the company. The Official Liquidator shall get such valuation done immediately and may place before the sale committee and may file appropriate report before this Court to undertake the sale process.
S.O to 20th March, 2018."
8. Pursuant to the above cited order of this Court, the Official Liquidator filed further report on 30.04.2018 and averred that the Official Liquidator vide letter dated 08.03.2018 has appointed Shri Induprasad C. Patel, Govt. Approved Valuer for valuation of assets of the Company (in liquidation). Accordingly, Shri Induprasad C. Patel has submitted his valuation report of the assets of the property in a sealed cover with the office of the Official Liquidator on 30.04.2018. The Official Liquidator has also sought permission of this Court that, if the said valuation report is Page 5 of 12 C/COMP/205/1998 IA ORDER permitted to take back and place it before the sale committee for its consideration for the purpose of fixing upset price and EMD for sale of properties.
9. Thereafter, the Official Liquidator has filed further report dated 13.07.2018 and prayed as under:
"(A) This Hon'ble Court may be pleased to permit the Official Liquidator to fix up the Upset Price and EMD as stated in para-6 to this report, and the Official Liquidator may also be permitted to invite offers for sale of assets of the company as per lots described in para-6 of this report by publishing advertisement in "Times of India" English script in all Gujarat edition and "Gujarat Samachar" and "Sandesh" Gujarati script in all Gujarat as may be considered appropriate by this Hon'ble Court;
(B) This Hon'ble Court may be pleased to permit the Official Liquidator to avail services of the office of the District Inspector of Land Records for getting land bearing Survey Nos.842 and 843 of the Company in liquidation measured and demarcated and further order be passed for expenses to borne by IARC, Secured Creditor subject to reimbursement form the Fund after sale of assets of the company in liquidation as decided in the Asset Sale Committee meeting held on 16.05.2018 as stated in para-7 and 9 above."
10. In the said report, it was averred that, the valuation report prepared by the government approved Valuer was placed before the Sale Committee on 16.05.2018 and the same was opened in the presence of members of the Sale Committee. The details thereof are as under:
1 Registered office situated at S-9, 2nd floor, Vishal Complex, behind Income Tax Office, Near Dinesh Hall, Ashram Road, Ahmedabad.
2 Dispensary situated at Near Bhadra Kacheri, adjoining to Gaurav Society, Vadodara 3 Undisputed Land situated at Survey No.842, 843, Near Bhadra Kacheri, Tekranath Mahadev Road, Vadodara.
4 Two godowns situated at near Bhadra Kacheri,Tekranath
Page 6 of 12
C/COMP/205/1998 IA ORDER
Mahadev road, Vadodara.
5 Disputed land situated at Survey No.844, 848, 856, 857/1,
857/2 and 858 and 859 having F.P. No.337 & 338 of
T.P.S.No.05, near Bhadra Kacheri, Tekranath Mahadev Road, Vadodara.
11. The members of the Sale Committee observed that the Valuer has valued the registered office of the Company situated at S-9, 2nd Floor, Vishal Complex, behind Income Tax Office, Near Dinesh Hall, Ashram Road, Ahmedabad as under:
Particulars Fair Market Realizable Distress Jantri Value(Rs) Value (Rs.) Value (Rs.) Value (Rs.) Registered 23,00,000/- 20,70,000/- 17,25,000/- 20,29,000/- office admeasuring approximately 574.69 sq.ft.
Situated at S-
nd
9, 2 Floor,
Vishal Complex,
Behind Income
Tax Officer,
Near Dinesh
Hall, Ashram
road,
Ahmedabad.
12. Further, the members of the Sale Committee also
observed that the Valuer has valued the dispensary of the Company (in liquidation), situated at City Survey No.4, Tikka No.16/5, Near Bhadra Kacheri, adjoining to Gaurav Society, Vadodara as under :Page 7 of 12
C/COMP/205/1998 IA ORDER Particulars Fair Market Realizable Distress Jantri
Value(Rs) Value (Rs.) Value (Rs.) Value (Rs.) The plot 93,04,000/- 83,74,000/- 69,78,000/- 44,66,000/-
admeasuring approximately 390.19 sq.mtrs.
Bearing City Survey No.4, Tikka No.16/5 along wth building structure situaed at near Bhadra kacheri, adjoining to Gaurav Society, Vadodara
13. The Official Liquidator has also carried out the title search of the land of the Company (in liquidation) bearing revenue Survey Nos.842 and 843, wherein it was found that the said lands are under legal ownership of the company (in liquidation), wherein upon the other lands bearing Revenue Survey nos.844, 848, 856, 857/1, 857/2, 858 and 859, the company do not have any right title or interest. Therefore, the valuation report was considered by the members of the Assets Sale Committee, wherein it was found that Induprasad C. Patel, Government Approved Valuer has deducted 1459 sq.mtrs.
Land from the aforesaid survey numbers on account of two
Page 8 of 12
C/COMP/205/1998 IA ORDER
rendered godowns. The Valuer has valued the said land i.e. Survey Nos.842 and 843 as under:
Particulars Fair Market Realizable Distress Value Jantri Value Value(Rs) Value (Rs.) (Rs.) (Rs.) Freehold 63,20,04,000/- 58,68,00,000/ 48,90,00,,000/- 30,90,69,000/-
Industrial Land admeasuring approximatel y 45,787.94 sq.mtrs. Situated at Survey No.842, 843, Near Bhadra Kacheri, Tekranath Madadev Road, Vadodara.
14. As far as two godown of the Company (in liquidation) are concerned, the Valuer has valued the said godowns are as under:
Particulars Fair Market Realizable Distress Jantri Value Value(Rs) Value (Rs.) Value (Rs.) (Rs.) Two godowns 2,19,59,000/- 1,97,63,000/- 1,64,69,000/- 1,16,76,250/-
admeasuring
approximately
1459 sq.mtrs.
alongwith
building
structure, near
Bhadra Kacheri,
Page 9 of 12
C/COMP/205/1998 IA ORDER
Tekranath
Mahadev Road,
Vadodara
15. In view of the above factual background of the case, the members of the Assets Sale Committee recommended the upset price of all the properties of the Company (in liquidation) and EMD are as under:
Lot Particulars of the Property Upset Price EMD (Rs.) No. (Rs.) I Registered office admeasuring 23,00,000/- 2,30,000/-
approximately 574.69 sq.ft. Situated at
S-9, 2nd
Floor, Vishal Complex, Behind
Income Tax Officer, Near Dinesh Hall,
Ashram road, Ahmedabad
II Dispensary 93,00,000/- 9,30,000/-
The plot admeasuring approximately 390.19 sq.mtrs. Bearing City Survey No.4, Tikka No.16/5 along wth building structure situaed at near Bhadra kacheri, adjoining to Gaurav Society, Vadodara III Freehold Industrial Land admeasuring 63,20,00,000 6,32,00,000 approximately 45,787.94 sq.mtrs. Situated /- /- at Survey No.842, 843, Near Bhadra Kacheri, Tekranath Madadev Road, Vadodara.
IV Two godowns admeasuring approximately 2,19,59,000/ 21,95,900/-
1459 sq.mtrs. alongwith building -
structure, near Bhadra Kacheri, Tekranath Mahadev Road, Vadodara
16. It further appears from the further report that, in the Sale Committee meeting, it was unanimously decided that, the advertisement may be published in "Gujarat Samachar" and Page 10 of 12 C/COMP/205/1998 IA ORDER "Sandesh", both Gujarati script and "Times of India", English script, in all Gujarat editions. Further, in the meeting held on 16.05.2018, representatives of the secured creditor i.e. ISARC, who is substituted in place of Canara Bank and having exclusive charge of Survey No.843 has requested that suitable steps should be taken for identification and demarcation and sketch may with respect to all survey numbers i.e. Survey Nos.842 and 843 by approaching DILR and local authorities. It further averred that, the representatives of IARC, secured creditor has also agreed to provide all assistance to Official Liquidator in this regard and the expenses that may be incurred while doing so subject to reimbursement from the fund after the sale of assets of the Company (in liquidation). It further reveals from the further report that, as decided in the meeting of the assets Sale Committee, the Official Liquidator sent a letter dated 06.06.2018 to DILR and requested to carry out measurement and demarcation of land of the Company (in liquidation) with copy of India SME Asset Reconstruction Company Ltd. (ISARC) requesting to pay necessary fees and co-ordinate with the DILR in such exercise.
17. It deserves to be noted that, as far as sale proceeds to be realized out of sale of Survey No. 843, Shri R.C.Agasimani, representative of IARC secured creditor has requested that they should get full sale consideration of Survey No.843 subject to the order of this Court and for that, they will submit letter to the office of the Official Liquidator.Page 11 of 12
C/COMP/205/1998 IA ORDER
18. Considering the above mentioned peculiar facts of the case and further report dated 13.07.2018 filed by the Official Liquidator, present report is allowed as prayed for in further report dated 13.07.2018 and the schedule for sale of the assets and properties of the Company (in liquidation) shall be as under:-
Sr. Particulars Dates
No.
1 Date of Advertisement 14th September, 2018
2 Date of issue of Tender Forms 19th September, 2018
3 Date of inspection of property 28th September, 2018
between 11:30 am to
4:30 pm.
4 Last date of receipt of offer in 15th October, 2018
the office of Official Liquidator upto 4:30 pm 5 Opening of offer and 22nd October, 2018 auction/inter-se bidding in the at 11:00 onwards Hon'ble High Court of Gujarat, Sola Road, Ahmedabad.
Thus, present report is allowed to the aforesaid extent.
(R.M.CHHAYA, J) SUCHIT Page 12 of 12