Calcutta High Court
Sanchayani Savings And Investment (I) ... vs Reserve Bank Of India And Ors on 15 December, 2025
Author: Debangsu Basak
Bench: Debangsu Basak
OD-5
IN THE HIGH COURT AT CALCUTTA
CIVIL APPELLATE JURISDICTION
ORIGINAL SIDE
APO/208/2017
WITH
CP/211/2015
IA NO: ACO/1/2016(Old No:ACO/136/2016),
ACO/2/2016(Old No:ACO/150/2016),
ACO/5/2019(Old No:ACO/2/2019),
ACO/20/2022, ACO/35/2025, ACO/36/2025
SANCHAYANI SAVINGS AND INVESTMENT (I) LTD.
VS
RESERVE BANK OF INDIA AND ORS.
BEFORE:
The Hon'ble JUSTICE DEBANGSU BASAK
AND
The Hon'ble JUSTICE MD. SHABBAR RASHIDI
Date :December 15, 2025.
Appearance:
Mr. Rupak Ghosh, Adv.
Mr. Sankarsan Sarkar, Adv.
Mr. Aditya Kanodiya, Adv.
...for the appellant.
Mr. Arik Banerjee, Adv.
Ms. Saheli Sen, Adv.
Mr. RajibMullick, Adv.
Mr. Biswaroop Ghosh, Adv.
...for the petitioner in ACO/2/2019.
Mr. Paritosh Sinha, Adv.
Ms. Sangeeta Roy, Adv.
Mr. PriyankarSaha, Adv.
Mr. Sandeep Prasad Shaw, Adv.
Mr. Chandra Prakash, Adv.
Ms. MonalishaMaity, Adv.
Ms. Shrayashee Das, Adv.
Mr. TridebshDasgupta, Adv.
...for applicant in ACO/35/2025.
Mr. SourajitDasgupta, Adv.
Mr. Ashis Kr. Mukherjee, Adv.
Mr. Sourabh Prasad, Adv.
...for the applicant in ACO/36/2025.
Mr. Shantanu Pande, Adv. (VC).
Mr. Sounak Banerjee, Adv.
MsSweta Gandhi, Adv.
...for Nagpur Improvement Trust.
Mr. Sakya Sen, Sr. Adv.
2
Mr. Suvadeep Sen, Adv.
Ms. S. Dutta, Adv.
...for Special Officer.
Mr. D. K. Kundu, Adv.
Mr. Arjun Basu, Adv.
...for R.B.I.
The Court: ACO/5/2019 is an application at the behest of one M/s.
Belapur Sun City Co-operative Housing Society Limited.
The prayers in the application are as follows;
a) "Leave to intervene in APO No. 208 of 2017;
b) An order be passed upon the Special Officer to forward
the draft sale deed to the effective purchaser as detailed
in Annexure "G" to the said application by way of
necessary circulation for finalization of the terms within
a period as this Hon'ble Court may deem fit and proper;
c) Upon finalization of the terms, the Special Officer be
directed to execute the deed of conveyances in terms of
the order of 21st July, 2016 and in terms of the report of
6th August, 2018 in favour of the respective flat owners
which are detailed in Annexure "G" to the instant
application;
d) An order be passed directing the Special Officer to
reimburse the funds from the escrow account
amounting to Rs.94,45,857.93 along with the accrued
interest in terms of the minutes of the joint meeting
dated 6th October, 2016 and in terms of their email
dated 10th July, 2018 require for making the flats in the
said building as habitable as per the recommendations
which were accepted by the order of 21 st July, 2016.
e) An order be passed directing the Special Officer to take
active steps for recovery of the outstanding amount from
defaulting flat owners as per the recommendations
which were approved by the Hon'ble Single Judge by
order dated 21st July, 2016 taking consideration of the
lit of the defaults and the defaulted amount as detailed
in Annexures 'H' 'J' and 'K' with the instant application;
f) Ad interim orders in terms of prayer above;
3
g) Costs and incidental of this application be paid by the
respondents;
h) Such further or other order/orders and/or direction/directions as this Hon'ble Court may deem fit and proper;"
Learned Advocate appearing for the applicant submits that, some of the flat owners are ready and willing to undertake the exercise of execution of the relevant conveyances. So far as the balance flat owners are concerned, the same may be done at a later stage.
Learned Advocate appearing for the applicant draws attention of the Court to the two orders passed by the Hon'ble Supreme Court. He submits that, a sum of Rs.94,45,857.93/- along with accrued interest should be made over to the applicant. In the alternative, he submits that, the applicant is ready and willing not to press suchrelief at the present stage.
The Special Officer is represented.
We find from the records that, company (in liquidation) was a developer of the subject property. With the company (in liquidation) suffering the order of winding up and an exercise was undertaken before the Hon'ble Supreme Court to identify a developer for the subject plot. A developer was identified. The identified developer is different to the one who is the applicant before us.
The applicant as the developer seeks disbursement of amounts lying with the Special Officer in the ESCROW Accounts along with the accrued interest thereon.
The chain of events, so far as the developer of the project is concerned, is not complete, in our view. The developer as identified by the Hon'ble Supreme Court in the order dated September 7, 2006, is Scotts Plantations (P) Ltd. 4 Subsequently, such developer was replaced with M/s. City Builders and Developers. The applicant before us is M/s. Belapur Sun City Co-operative Housing Society Limited.
There are issues with regard to the quantum of expenses which the developer incurred in development for the amount in the ESCROW Accounts to be disbursed to the developer. Such quantum ideally should be assessed after allowing the parties an opportunity to lead evidence.
Moreover, as noted above, there is a difference between the developer identified by the Hon'ble Supreme Court as also the present applicant herein.
In such circumstances, we are of the view that, such disputed questions of fact need not be entered into and adjudicated in a summary manner as in the instant appeal under the provisions of Companies Act, 1956. The applicant before us is granted leave under Section 446 of the Companies Act, 1956 to agitate their grievances before the appropriate forum, in accordance with law.
We clarify that we did not enter into the merits of the rival claims. All the issues raised are kept open.
ACO/5/2019 is disposed of accordingly.
Re : ACO 20 of 2022 ACO 20 of 2022 is an application at the behest of the Special Officer seeking direction on Nagpur Improvement Trust for renewal of lease in respect of plot nos.2, 3, 4, 5, 6 and 11 in Civil Station Expansion Scheme, NIT, Khasra Nos.37, 38, 39 and 41 of Mouza - Khamla Layout, Tahsil and District - Nagpur.5
Learned Senior Advocate appearing for the Special Officer submits that, the lease in respect of the property in question was granted by Nagpur Improvement Trust to one Indraprastha Griha Nirman Sahakari Sangstha Limited. He submits that, a development agreement was entered into by Indraprastha Griha Nirman Sahakari Sangstha Limited with one M/s. N. Kumar Construction and Co.. There were disputes and differences between Indraprastha Griha Nirman Sahakari Sangstha Limited and M/s. N. Kumar Construction and Co. which was amicably resolved and, a tripartite agreement was entered into between Indraprastha Griha Nirman Sahakari Sangstha , M/s. N. Kumar Construction and Co. and the Company in liquidation for development of the immovable property concerned. He refers to the various terms and conditions of the tripartite agreement dated August 21, 1993.
Learned Senior Advocate appearing for the Special Officer submits that, by reason of the order dated September 7, 2006 passed by the Hon'ble Supreme Court, steps were taken by the Special Officer. He draws attention of the Court to the relevant portion of such order and submits that, the Special Officer was directed to take various steps including applying for setting aside of the ex parte decree passed in Regular Civil Suit No.390 of 2003. He contends that, the Special Officer did apply for and obtain setting aside of such ex parte decree.
Learned Senior Advocate appearing for the Special Officer draws the attention of the Court to the application for renewal of lease made by Nagpur Improvement Trust. He submits that, Nagpur Improvement Trust is yet to take a decision thereon. However, Nagpur Improvement Trust is purporting to terminate the lease and initiate proceedings for taking possession of the 6 leasehold rights which Nagpur Improvement Trust is not entitled to, particularly in view of Section 446 of the Companies Act, 1956.
Learned Senior Advocate appearing for the Company in liquidation submits that, the leasehold right is a valuable assets so far as the Company in liquidation is concerned. He submits that, appropriate steps should be taken for the purpose of processing the application for renewal of lease as submitted by the Special Officer.
Learned Advocate appearing for Nagpur Improvement Trust submits that, there is a civil suit pending which puts a cloud on the renewal of the lease as sought for. He points out that, M/s. N. Kumar Construction and Co. and the Indraprastha Griha Nirman Sahakari Sangstha are contesting the Regular Civil Suit No.390 of 2003. He points out that, evidence of the plaintiff is being recorded in such suit and the witness of the plaintiff is being cross-examined.
Learned Advocate appearing for Nagpur Improvement Trust submits that, there is no application for renewal of the lease deed by Indraprastha Griha Nirman Sahakari Sangstha. Consequently the question of renewal of the lease deed does not arise.
It appears from the records that, Nagpur Improvement Trust initially granted lease in favour of Indraprastha Griha Nirman Sahakari Sangstha on January 19, 1993 in respect of the subject plots. Indraprastha Griha Nirman Sahakari Sangstha entered into an agreement for development with M/s. N. Kumar Construction and Co.. Such development agreement did not fructify. A tripartite agreement was entered into between Indraprastha Griha Nirman Sahakari Sangstha, M/s. N. Kumar Construction and Co. and the Company in liquidation on August 21, 1993 for the purpose of development of the 7 immovable property concerned. The development work was not completed till the time when the company went into liquidation.
In respect of the respective rights, the Hon'ble Supreme Court by an order dated September 7, 2006 noted the ex parte decree passed in the Regular Civil Suit No.390 of 2003 and directed the Special Officer to apply for setting aside of the ex parte decree passed therein. The Hon'ble Supreme Court also noted that, Indraprastha Griha Nirman Sahakari Sangstha Limited lost its rights in respect of the immovable property concerned save to the extent of the obligation to execute the sale deed in favour of the prospective purchaser on the certification of the developer.
The developer in question is the Company in liquidation. The Company in liquidation, therefore, by virtue of the tripartite agreement dated August 21, 1993 acquired valuable rights in respect of the immovable property in question.
The Company being in liquidation, it is the duty of the Company Court, in seisin of the proceedings to ensure that the assets of the company in liquidation are disposed of in a manner which are beneficial to all stakeholders including the creditors and the contributories.
During the pendency of the proceedings the lease granted by Nagpur Improvement Trust in favour of Indraprastha Griha Nirman Sahakari Sangstha Limited expired by efflux of time. The Special Officer, applied for renewal of the lease during the validity period of the lease. Such application for renewal is yet to be considered by the Nagpur Improvement Trust.
In such circumstances, Nagpur Improvement Trust will consider and decide the application for renewal of the lease made by the Special Officer in accordance with law. Nagpur Improvement Trust will give a reasonable 8 opportunity of hearing to the Special Officer. Nagpur Improvement Trust will convey its reasoned decision on the application for renewal of the lease to the Special Officer within a period of eight weeks from date.
Our attention is not drawn to any order permitting the Nagpur Improvement Trust to proceed as against the immovable property concerned. We are of the view that Nagpur Improvement Trust cannot proceed against the immoveable property concerned, without obtaining prior leave under Section 446 of the Companies Act, 1956. Nagpur Improvement Trust did not apply for leave despite being aware of the order of winding up. We, therefore, restrain Nagpur Improvement Trust from proceeding as against the immovable property concerned, without obtaining prior leave under Section 446 of the Companies Act, 1956.
Apparently, Nagpur Improvement Trust claims that it took actual physical possession of the immovable property concerned by the letter dated July 24, 2025. With respect, action of Nagpur Improvement Trust cannot be sustained. The so called possession is set aside since the same was obtained without obtaining prior leave of the Court under Section 446 of the Companies Act, 1956.
With the aforesaid observations and directions, ACO 20 of 2022 is disposed of without any order as to costs.
Re : ACO 35 of 2025 Report submitted by the Special Officer be taken on record. The Special Officer is requested to inform the applicant as also the Court as to the quantum of the money payable by the applicant. 9
Re : ACO 36 of 2025 ACO 36 of 2025 is an application seeking a direction upon the Special Officer to register and execute the respective deed of conveyances.
Learned Senior Advocate appearing for the Special Officer submits that, the applicants paid the requisite consideration amount. There is no impediment in executing and registering the conveyances as prayed for.
In such circumstances, the Special Officer will execute and register the necessary conveyances in favour of the applicants, preferably within a period of six weeks from date.
Cost and expenses for the execution and registration will be borne by the applicants. Stamp duty payable will be on the market rate as on the date of presentation of the documents for registration. Stamp duty will be borne by the applicants.
ACO 36 of 2025 is disposed of accordingly.
The other applications may be listed in the monthly list of March, 2026.
(DEBANGSU BASAK, J.) (MD. SHABBAR RASHIDI, J.) KB/pa/sb AR (CR)