Delhi High Court
Global Infonet Distribution Pvt. Ltd. vs Center For Vocational And ... on 19 September, 2017
Author: Yogesh Khanna
Bench: Yogesh Khanna
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* IN THE HIGH COURT OF DELHI AT NEW DELHI
% Reserved on: 05th September, 2017
Pronounced on: 19th September, 2017
+ CO.PET. 360/2015
GLOBAL INFONET DISTRIBUTION PVT. LTD.
..... Petitioner
Through : Mr.Asit Tewari, Advocate.
versus
CENTER FOR VOCATIONAL AND
ENTREPRENEURSHIP STUDIES
..... Respondent
Through : Mr.Uttam Datt, Mr.Tarun Sharma,
and Ms.Riya Gulati, Advocates.
CORAM:
HON'BLE MR. JUSTICE YOGESH KHANNA
YOGESH KHANNA, J.
1. The petitioner company is engaged in trading and distribution of Computers, Laptops, Computer Hardware, Software and other Computer Components etc. and is an authorized distributor of Microsoft for its software products which are sold on license basis.
2. The International Institute of Planning and Management Pvt. Ltd., was incorporated on 29.12.2006 and it got merged into Planman Financials Private Limited in the year 2010 vide a judgment dated 14.09.2010 passed by this court in CA No.87/2010 and Company Petition No.211/2010. The Planman Financials Pvt.
CO.PET. No.360/2015 Page 1 of 7Ltd. then changed its name to International Institute of Planning and Management Private Limited and further to International Institute of Planning and Management and then to the present name i.e. Center for Vocational and Entrepreneurship Studies - the respondent company.
3. The main object of the Respondent Company was to provide educational services in different fields, particularly in the field of management under patronage of its founder/ former director Mr. Arindam Chaudhury and it had opened educational centres all over India under the name and style of IIPM.
4. The Respondent Company in the year 2013, approached the Petitioner Company through Mr.Arindam Chaudhuri and other officials for purchase of laptops from it, to be delivered at different locations/centres of Respondent Company all over India.
5. The rates and model of Laptops to be supplied were settled after negotiations and a purchase order dated 11.02.2013 was placed by the respondent for delivery of 720 Laptops to be delivered in different centres of respondent company in the months of February and March, 2013.
6. The respondent company assured prompt payments and interest @ 24% p.a. on delayed payments.
7. As on February/March, 2013, 720 laptops were supplied at different locations all over India as per respondent's instructions CO.PET. No.360/2015 Page 2 of 7 for an aggregate price of Rs.1,86,48,000/-.
8. The invoices were raised in the name of IIPM (International Instiute for Planning and Management) at its registered office at Satbari and it were duly acknowledged by the IIPM. The respondent company issued 12 post dated cheques for the payment of aforesaid amount of Rs.1,86,48,000/- and promised to clear the payments by January, 2014. The respondent company vide an e- mail 14.02.2013 sent the details of the post dated cheque to the Petitioner Company with a scanned copy of the cheques. However, it committed defaults and its cheques started getting dishonoured and it only made payment of Rs.20,00,000/- till 29.04.2013.
9. Various emails were exchanged and the respondent company showed its inability to clear the balance amount as per the schedule. Some of such emails are:-
an e-mail dated 28th May, 2013 at 10.35AM sent by the petitioner notes as under:-
"Dear Sir This is to bring to your kind attention the Delays in the payments from IIPM on the supply for 720 laptops. At the outset the deal was delayed due to want of PDC and now we are in a situation that the PDCs are not being honored.
Current situation is that: 15 L of April Payment is still not clear, this was dishonored on 30th April. There is another due of 17 Lon 30th May. I will request you to please ask your finance to manage your funds CO.PET. No.360/2015 Page 3 of 7 accordingly so that the above cheques are not dishonored.
Further our bank records are badly affected due to bouncing of these cheques.
I will request you to please arrange for the above. Warm Regards"
in reply an email dated 31st May, 2013 at 06.09pm, Kapil Dev Sharma of respondent wrote as under:-
"Dear Mr. Vineet, We understand your concern, we will get back to you in couple of days with fresh payment schedule to repay the below amount along with all your PDC's issued by us, you are requested to bear with us. Thanks Kapil Dev Sharma."
The petitioner company then sent another e-mail dated 7th January, 2014 at 5.26 p.m. to Kapil Sharma asking him to make payment as per the schedule agreed, to which Kapil Sharma of respondent replied by email dated 11th January, 2014 at 02.50PM as under:-
"Dear Mr. Vineet, We are working on this and assure you to give the new payment schedule very soon (before the end of this month.) Thanks Kapil"CO.PET. No.360/2015 Page 4 of 7
10. Thereafter, various notices under Section 138 of Negotiable Instruments Act were given and complaints were filed and in one of such complaint CC No.18/14 the respondent company paid some amount on account, including an amount of Rs.17 lakh vide DD No.080950 dated 07.07.2014 drawn on IDBI Bank, New Delhi, thus, leaving a balance of Rs.87,48,000/-. The statutory notice was then given on 04.04.2015 but the respondent failed to give its reply, hence this petition.
11. The main contention of the learned counsel for respondent is that IIPM is a society and whereas Indian Institute of Planning and Management is a different entity and that the petitioner had filed this petition against a wrong entity, viz International Institute of Planning and Management, though the purchase order was placed by IIPM and all invoices were raised in the name of IIPM. However, learned counsel for respondent admitted that the registered office of IIPM - the society is at Katwaria Sarai, Delhi and whereas the registered office of Indian Institute of Planning and Management is at Satbari and that the purchase order as also all invoices bear the registered address of the respondent located at Satbari, meaning thereby the order was placed by this very respondent and all invoices were raised in its name.
12. Further, admittedly the financial accounts of Centre for Vocational and Entrepreneurship for the year ending on 31.03.2014 show an amount of Rs.89,48,000/- due to the petitioner in the list of the creditors of the company with complete address of CO.PET. No.360/2015 Page 5 of 7 the petitioner company. If the company to whom the goods were supplied was different then why the respondent company had shown the petitioner as its creditor in its annual returns. It belies the argument of the learned counsel for the respondent that the company against which this petition is filed is not the company which placed the order. May be there are two entities- a) by the name of IIPM; and b) by the name of International Institute of Planning and Management: However the petitioner has filed sufficient record to show that he has filed this petition only against M/s International Institute of Planning and Management whose name is now changed to that of the respondent company, to whom the goods were supplied. Admittedly the name of the respondent is shown in abbreviation as IIPM in all its invoices and purchase order, but address of IIPM is shown as Satbari on the purchase order/invoices and since the annual returns of respondent company admit the petitioner as its creditor, the contention of respondent that it never placed order upon the petitioner appears frivolous and is to be rejected. The respondent company rather failed to reply to the statutory notice or took such stand prior to filing of this petition. The emails sent on behalf of the respondent company do not show any dispute qua identity of the respondent company. The post dated cheques given by respondent to the petitioner belies the argument raised.
13. The quality issue which now sought to be raised also appears to be frivolous in view of the time gap between raising this CO.PET. No.360/2015 Page 6 of 7 issue and the date of delivery of goods. Hence, on facts and circumstances, petition needs to be admitted.
14. Consequently, the petition is admitted and the Official Liquidator attached to this Court is appointed as the Provisional Liquidator. He is directed to take over all the assets, books of accounts and records of the respondent-company forthwith.
15. Citation be published in the "Statesman" (English edition) and "Jansatta" (Hindi edition) in accordance with Company (Court) Rules, 1959.
16. However, publication of the citation and appointment of the provisional liquidator is deferred and one opportunity is given to the respondent company to pay the amount found due and payable to the petitioner with interest at the rate of 8% per annum with effect from 04.04.2015 when the statutory notice was sent to the respondent company. The amount be paid within one month failing which the petitioner shall be entitled to publish the citation and apply for appointment of the Provisional Liquidator.
17. Ordered accordingly.
YOGESH KHANNA, J SEPTEMBER 19, 2017 VLD CO.PET. No.360/2015 Page 7 of 7