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M/S Splendor Landbase Ltd vs M/S Aparna Ashram (Society) & Anr on 7 September, 2021

Author: Sanjeev Narula

Bench: Sanjeev Narula

                          $~21
                          *      IN THE HIGH COURT OF DELHI AT NEW DELHI
                          +      O.M.P.(I) (COMM.) 25/2021
                                 M/S SPLENDOR LANDBASE LTD.                           ..... Petitioner
                                                      Through:   Mr. Gaurav Puri, Mr. Sarthak Gupta
                                                                 and Ms. Yashika Verma, Advocates.

                                                      versus

                                 M/S APARNA ASHRAM (SOCIETY) & ANR.          ..... Respondents
                                                Through: Mr. Amit Saxena, Advocate for
                                                         Respondent No.1.
                                                         Mr. Naman Joshi and Mr. Guneet
                                                         Sidhu, Advocates for Respondent
                                                         Nos. 6, 7, 15 & 16.
                                                         Ms. Bina Gupta and Ms. Sheena
                                                         Taqui, Advocates for proposed
                                                         respondents.
                                 CORAM:
                                 HON'BLE MR. JUSTICE SANJEEV NARULA
                                          ORDER

% 07.09.2021 I.A. No. 11308/2021 (u/Section 151 of CPC, 1908, to take up CCP(O) No. 23/2021)

1. For the grounds and reasons stated in the application, the same is allowed to the limited extent of listing Petitioner's application, being CCP(O) No. 23/2021, for hearing today.

2. Accordingly, the application is disposed of. CCP(O) No. 23/2021 (u/S. 12 of the Contempt of Courts Act, 1971 r/w Article 215 of Constitution of India, for initiating contempt proceedings against Respondents/Contemnors)

3. By way of this petition, the contempt proceedings are sought to be Signature Not Verified Digitally Signed O.M.P.(I) (COMM.) 25/2021 Page 1 of 4 By:SAPNA SETHI Signing Date:10.09.2021 14:51 initiated under Section 12 of the Contempt of the Courts Act, 1971 r/w Article 215 of Constitution of India against the Respondents/Contemnors for deliberate defiance and willful disobedience of the order of this court dated 25th January, 2021.

4. The suit land was sold by Respondents No. 1 and 2 vide Sale Deed dated 18th December, 2020 to the following companies: (i) M/s Radox Tradex Pvt. Ltd., (ii) M/s S.S. Premium Homes Pvt. Ltd., (iii) M/s Rosmerta Infrastructure Pvt. Ltd. and (iv) M/s. Star Care Real Estate Pvt. Ltd. [hereinafter, "Buyer Companies"]

5. Aggrieved from the same, the Petitioner had approached this court in the present OMP (I) (COMM.) 25/2021, and vide the order dated 25th January, 2021, was granted the following relief:

"This is a petition under Section 9 of the Arbitration & Conciliation Act, 1996 on behalf of the petitioner for interim measure of protection. It is submitted that petitioner and respondent had entered into an agreement dated 8th June, 2010 with respect to the suit land and in pursuance thereto, possession was handed over on 9th June, 2010. However, no development or construction could take place due to some tax liabilities and other problems. However, on 18th December, 2020, behind the back of the petitioner, the respondents executed a sale deed in favor of some buyers, which was registered on 24th December, 2020 but the said sale deed was set aside on 27th December, 2020 by Deputy Commissioner, Gurugram. The petitioner has also filed a complaint on 3rd January, 2021 against the said act of the respondents. Learned counsel for petitioner prays for ad-interim ex-parte directions to protect the suit property.

                                 Issue notice. (...)
                                                       xx     ...       xx      ...       xx

In the meantime, all the parties shall maintain status quo qua the suit land."

6. Today, the Petitioner states that during the pendency of the status quo noted above, Contemnors No. 1-9 and 12-17, who were directors and shareholders of the Buyer Companies in various permutations and Signature Not Verified Digitally Signed O.M.P.(I) (COMM.) 25/2021 Page 2 of 4 By:SAPNA SETHI Signing Date:10.09.2021 14:51 combinations,1 have transferred their directorship, control and shareholding of the Buyer Companies to a third party, namely M/s. Twenty Seven Info Care Pvt. Ltd.,2 in the manner as stated in para 12 of this contempt petition. It is argued that by selling their respective companies, the Contemnors are in contempt of the status quo order.

7. However, it is noticed by the Court that the O.M.P.(I) (COMM.) 25/2021 has been filed only against Respondents No. 1 and 2, namely - M/s Aparna Ashram (Society) and M/s Shree Damodar Corporation. Further, the sale of suit land by Respondents No. 1 & 2 in favour of the Buyer Companies, as effected vide Sale Deed dated 18th December, 2020, is also prior to the status quo order.

8. Therefore, in the opinion of the court, the order of injunction passed on 25th January, 2021, is only qua the above parties to the present petition, who were restrained from creating any third-party interest in the suit property.

9. Besides, the transfer of the directorship and shareholding of the so-called Contemnors' companies, cannot be considered to be in violation of the said injunction order.

10. The Court does not find any merit in the present petition, and accordingly the same is disposed of.

Contemnors No. 1 to 3 were the Directors of M/s Radox Tradex Pvt. Ltd. Contemnors No. 4 & 5 were the Directors of M/s S.S. Premium Homes Pvt. Ltd. Contemnors No. 6 & 7 were the Directors of M/s Rosmerta Infrastructure Pvt. Ltd. Contemnors No. 8 & 9 were the Directors of M/s Star Care Real Estate Pvt. Ltd. The Contemnors No. 2 & 12 were the shareholders of M/s Radox Tradex Pvt. Ltd. Contemnor No. 13 was the shareholder of M/s S.S. Premium Homes Pvt. Ltd. Contemnors No. 14 & 15 were the shareholders of M/s Rosmerta Infrastructure Pvt. Ltd. Contemnors No. 16 & 17 were the shareholders of M/s Star Care Real Estate Pvt. Ltd.

Contemnors No. 10 and 11 are directors of M/s. Twenty Seven Info Care Pvt. Ltd.

O.M.P.(I) (COMM.) 25/2021

11. Mr. Gaurav Puri, counsel for the Petitioner states that they have also filed a petition filed under Section 11 of the Arbitration and Conciliation Act, 1996, for appointment of the Arbitral Tribunal [being ARB.P. 366/2021].

12. Notice has been issued in the said petition by a coordinate bench of this Court and it is now listed before the Joint Registrar on 25th October, 2021 for completion of pleadings.

13. Accordingly, list the present petition along with ARB.P. 366/2021 before the Joint Registrar on 25th October, 2021 for completion of pleadings in pending IAs. Thereafter, both the Petitions be listed before any one of the benches, subject to the orders of Hon'ble the Judge In-Charge (Original Side).

14. The next date of hearing on 13th September, 2021, stands cancelled.

SANJEEV NARULA, J SEPTEMBER 7, 2021 as Signature Not Verified Digitally Signed O.M.P.(I) (COMM.) 25/2021 Page 4 of 4 By:SAPNA SETHI Signing Date:10.09.2021 14:51