Bombay High Court
Honest Shelters Private Limited vs Action Barter Private Limited And Ors on 2 May, 2022
Author: B. P. Colabawalla
Bench: B. P. Colabawalla
Digitally
3 iaL29292-21^.docx
signed by
LAXMI
LAXMI SUBHASH
SUBHASH SONTAKKE
SONTAKKE Date:
2022.05.04
19:23:49
IN THE HIGH COURT OF JUDICATURE AT BOMBAY
+0530
ORDINARY ORIGINAL CIVIL JURISDICTION
INTERIM APPLICATION (L) NO. 29292 OF 2021
IN
COMPANY PETITION NO. 1066 OF 2015
Honest Shelters Pvt. Ltd. ..Applicant
IN THE MATTER BETWEEN
Action Barter Pvt. Ltd. ..Petitioner
Vs.
Shree Ram Urban Infrastructure Ltd. & Anr. ..Respondents
WITH
INTERIM APPLICATION (L) NO.7559 OF 2022
IN
INTERIM APPLICATION (L) NO. 29292 OF 2021
IN
COMPANY PETITION NO. 1066 OF 2015
IIRF India Realty XII Ltd. & Anr. ..Applicants/Interveners
IN THE MATTER BETWEEN
Honest Shelters Pvt. Ltd. ..Org. Applicant
IN THE MATTER BETWEEN
Action Barter Pvt. Ltd. ..Petitioner
Vs.
Shree Ram Urban Infrastructure Ltd. & Anr. ..Respondents
WITH
INTERIM APPLICATION (L) NO.6921 OF 2022
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IN
INTERIM APPLICATION (L) NO. 29292 OF 2021
IN
COMPANY PETITION NO. 1066 OF 2015
Vikas Kasliwal ..Applicant/Intervener
IN THE MATTER BETWEEN
Honest Shelters Pvt. Ltd. ..Applicant
IN THE MATTER BETWEEN
Action Barter Pvt. Ltd. ..Petitioner
Vs.
Shree Ram Urban Infrastructure Ltd. & Ors. ..Respondents
WITH
OFFICIAL LIQUIDATOR'S REPORT NO. 241 OF 2019
IN
COMPANY PETITION NO. 1066 OF 2015
WITH
OFFICIAL LIQUIDATOR'S REPORT NO. 1 OF 2021
IN
COMPANY PETITION NO. 1066 OF 2015
WITH
OFFICIAL LIQUIDATOR'S REPORT NO. 18 OF 2021
IN
COMPANY PETITION NO. 1066 OF 2015
In the matter of Companies Act, I
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of 1956;
And
In the matter of Shree Ram Urban
Infrastructure Ltd.
Action Barter Pvt. Ltd. ...Petitioner
Mr. Janak Dwarkadas, Senior Counsel a/w Mayur Khandeparkar, Chirag Kamdar,
Dhaval Vussonji a/w Sonam Mhatre, Saloni Sulakhe & Amit Mishra i/b. Dhaval
Vussonji & Associates for the Applicant in IAL/29292/2021.
Mr. Mustafa Doctor, Senior Counsel a/w Gautam Ankhad, Namrata Shah & Kyrus
Modi & Shamant Satiya i/b. Rashmikant & Partners for the Applicant in
IA/243/2021 and for Respondent No.2 in IAL/29292/2021.
Mr. Rohan Cama a/w Smita Jha i/b. Juris Corp for the Applicant in IAL/7559/2022.
Mr. J. D'souza a/w Ashish Suryavanshi i/b. Mr. Ashish T. Suryavanshi for (Sri
Gopal Chowdhary) Respondent No.3.
Mr. Karl Tamboly a/w Anuj Desai, Lalit Katariya & Nimisha Ghetla i/b. Katariya
& Associates for Applicant in IAL/6921/2022.
Mr. A. Y. Sakhare, Senior Counsel a/w Yamuna Parekh & Pooja Yadav for MCGM
in IA/243/2021.
Mr. G. S. Godbole, a/w Pooja Yadav i/b. Sunil Sonawane for MCGM in
OLR/16/2018.
Mr. A. R. Pai a/w Atman Mehta i/b. Haresh Mehta & Co. for Respondent No.2 in
IA/243/2021.
Mr. Virag Tulzapurkar, Senior Counsel a/w Shona Maitra i/b. Wadia Ghandy &
Co. for Intervenor (India Bulls)
Mr. Mahendra Aithe, Company Prosecutor a/w Mangesh Thakore, Senior
Assistant from the office of O.L. is present.
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CORAM:- B. P. COLABAWALLA, J.
DATE :- MAY 02, 2022.
P. C.:
1. On 20th April 2022, I found that there appeared to be a factual dispute (i) as to whether a structure shown in light brown and dark brown abutting Ganpatrao Kadam Marg as reflected in the Red Circle on the map annexed to the said order (for short the "said structure") standing on land bearing Plot No. 5B+6 situated at Worli Estate, Lower Parel Division, Mumbai, , is in a dilapidated condition and is required to be pulled down and (ii) whether the said structure was a retained structure as per the plans submitted by the Company - Shree Ran Urban Infrastructure Ltd. to the Municipal Corporation of Greater Mumbai. There was also a dispute in relation to the sheds on the North side of sub-divided plot 5A abutting Gate No.4 and shown in dark brown and light brown color (in the Purple Circle) on the map annexed to the said order (for short the "said sheds") and whether they were shown as retained, not to be retained, or proposed to be demolished and/or temporary structures in the plans sanctioned by the Municipal Corporation.
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2. In light of this dispute, on 20th April 2022 this Court directed Mr. Shetgiri to file a report in this Court regarding the structural stability of the said structure standing on Plot No. 5B+6 situated at Worli Estate, Lower Parel Division, Mumbai. In addition thereto, the Municipal Corporation of Greater Mumbai was also directed to file a report before this Court inter-alia providing the details of all the plans sanctioned for carrying out construction on Plot No. 5B+6 situated at Worli Estate, Lower Parel Division, Mumbai, since the year 2007 and whether the said structure and/or the said sheds were/are shown either as retained, not to be retained, or proposed to be demolished and/or temporary structures in the aforesaid sanctioned plans. By the said order, a statement was also recorded on behalf of Honest Shelters Private Limited that Honest Shelters Private Limited shall deposit with the Prothonotary and Senior Master of this Court a sum of Rs. 1,70,14,505/- towards the costs incurred by the Official Liquidator for the Company - Shree Ram Urban Infrastructure Ltd., by 27th April 2022. Over and above this amount, the ex-director of Shree Ram Urban Infrastructure Ltd. (Mr. Kasliwal, who was present in Court) also stated that an amount of Rs. 25,65,800/- shall be paid to the Official Liquidator on or before 27th April 2022 as due and payable by them under the various orders passed by this Court. The matter was thereafter stood over to 29th April 2022.
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3. On 29th April 2022, Mr. Shetgiri submitted his structural audit report (for the said structure) in which he opined that the said structure is unsafe to occupy and categorized it as a "C-1" category structure. He further stated in the report that the said structure should be evacuated and demolished immediately. On 29th April 2022, the Municipal Corporation also filed its report (through an affidavit) as per the directions of this Court wherein it was stated that the said structure (shown in the red circle) on the plan annexed to the order dated 20th April 2022 is shown as proposed to be demolished as per the sanctioned plans dated 28th November 2007, 11th August 2009 and 2011. The report inter-
alia further stated that the said sheds on the North side of the sub-divided Plot No. 5A abutting Gate No. 4 (shown in the Purple Circle), cannot be seen in the sanctioned plans of 2007, 2009, 2011 and 2021 and hence are not retained as per the office records of the Municipal Corporation.
4. When these reports of M/s. Shetgiri and Associates as well as the Municipal Corporation were pointed out to the parties, Mr. Cama as well as Mr. Tamboly, on 29th April 2022, requested that this matter be kept today at 2.30 p.m so that they could take the necessary instructions. Acceding to their request, the matter was kept today. It was made clear by this Court that time was not granted for any party to mount a challenge to the structural report given by Mr. Shetgiri or to the report filed by the Laxmi page 6 of 15 3 iaL29292-21^.docx Municipal Corporation of Greater Mumbai.
5. Today when the matter is called out, Mr. Tamboly, appearing on behalf of the ex-directors of the Shree Ram Urban Infrastructure Ltd. (Mr. Kasliwal), as well as Mr. Cama, appearing for IIRF India Realty XII Ltd. and Vistra ITCL (India) Ltd., have fairly stated that in view of the report filed by M/s. Shetgiri and Associates categorizing the said structure as a "C-1" category structure, they cannot have any opposition to the demolition of the said structure. They have also fairly stated that considering that the said sheds are only temporary structures, and the Municipal Corporation has also stated in its report that these sheds are not seen on any of the sanctioned plans, they would have to be removed/demolished. They however submitted that this concession ought not to prejudice their rights and contentions in all pending proceedings in respect of its challenge to the sale transaction of the "Palais Royale" project on Plot No.5B+6 purported to have been effected by India Bulls Housing Finance Ltd in favour of Honest Shelters Pvt. Ltd.
6. The learned advocate appearing for the Interim Resolution Professional (IRP) [appointed for Company - Shree Ram Urban Infrastructure Ltd. by the NCLT], had nothing to say except that that if the said structure and the said sheds are going to be demolished, then Laxmi page 7 of 15 3 iaL29292-21^.docx photographs of said structure and the said sheds be taken before demolition as well as post the demolition and thereafter handed over to the IRP.
7. Mr. Dwarkadas, the learned Senior Counsel appearing for Honest Shelters Pvt. Ltd., has brought to my attention that there is OLR No.241 of 2019 filed by the Official Liquidator challenging the sale of the "Palais Royale" project on Plot No.5B+6 by India Bulls Housing Finance Ltd in favour of the Honest Shelters Pvt. Ltd. He submitted that if the Liquidator is being discharged and is directed to hand over all the assets and the records of the Company - Shree Ram Urban Infrastructure Ltd. to the IRP (as per the order dated 28th November 2019 [Dhanuka J]), then necessary directions be passed in relation to this OLR. The Official Liquidator, who is present before the Court, has stated that in view of the fact that now the dues of the Liquidator (as per the order dated 28th November 2019 [Dhanuka J]) are being paid by the Honest Shelters Pvt. Ltd, the Official Liquidator will be handing over all the assets and records of the Company (which are in his possession) to the IRP. The Liquidator therefore does not wish to press the challenge to the aforesaid sale.
8. Mr. Dwarkadas has also pointed out that there is another Laxmi page 8 of 15 3 iaL29292-21^.docx report filed by the Liquidator being OLR No. 1 of 2021 which relates to the handing over of the parking lot constructed on Plot No. 5B+6 to the Municipal Corporation. Mr. Dwarkadas submitted that necessary directions be also passed in relation to the aforesaid OLR. The Official Liquidator has brought to my attention paragraph No. 39 of the said OLR and has stated that the public parking lot was to be handed over to the MCGM vide an order passed by the Hon'ble Supreme Court dated 24th October 2019. Pursuant thereto, the MCGM has already taken over physical possession of the public parking lot as informed by them vide their letter dated 22nd December 2020. He therefore submitted that no further orders are required to be passed in OLR No. 1 of 2021. The Liquidator has further stated that if the parking lot is locked and the keys are in the possession of the Liquidator, the same shall also be handed over to the Municipal Corporation within a period of one week from today.
9. Having heard the learned counsel for the parties and considering the stand taken by them, the following order is passed:
(a) M/s. Honest Shelters Pvt. Ltd. are allowed to demolish the said structure standing on Plot No. 5B+6 situated at Worli Estate, Lower Parel Division, Mumbai (as reflected in the Red Circle) on the map Laxmi page 9 of 15 3 iaL29292-21^.docx annexed to this order. Before Honest Shelters Pvt Ltd.
demolishes the said structure, Honest Shelters Pvt. Ltd shall take photographs of the said structure before it is demolished as well as after its demolition and forward the same to the Advocate for the IRP. The demolition work of said structure shall be carried out within a period of two weeks from today. It is made clear that the debris from the demolition shall be disposed of and cleared by Honest Shelters Pvt. Ltd. and the entire costs of the aforesaid demolition shall be borne exclusively by the Honest Shelters Pvt. Ltd.;
(b) The said sheds on the North side of sub-divided plot No. 5A abutting Gate No.4 and shown in dark brown and light brown color (shown in the Purple Circle) on the map annexed to this order shall be demolished and/or removed by Honest Shelters Pvt. Ltd within a period of two weeks from today. Before Honest Shelters Pvt Ltd. demolishes/removes the said sheds, Honest Shelters Pvt. Ltd shall take photographs of the said sheds before it they are demolished/removed as well as after their demolition/removal and forward Laxmi page 10 of 15 3 iaL29292-21^.docx the same to the Advocate for the IRP. The debris of the demolition/removal shall be disposed of and cleared by Honest Shelters Pvt. Ltd. and the entire costs of the aforesaid demolition shall also be borne exclusively by the Honest Shelters Pvt. Ltd.;
(c) In view of the statement made by the Official Liquidator recorded earlier, OLR No. 241 of 2019 challenging the sale of the "Palais Royale" project on Plot No.5B+6 by India Bulls Housing Finance Ltd in favour of the Honest Shelters Pvt. Ltd. is disposed of as not pressed. As far as OLR No.1 of 2021 is concerned, nothing survives in the aforesaid OLR as it has been stated by the Liquidator that the public parking lot standing on plot No.5B+6 has already been taken possession of by the Municipal Corporation pursuant to orders passed by the Hon'ble Supreme Court. It is made clear that if the Liquidator has put a lock/s on any part of the said parking lot, the Liquidator shall hand over the keys of the said lock/s to the Municipal Corporation within a period of one week from today;
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(d) It is made clear that this order as well as the concessions made by Mr. Cama as well as Mr. Tamboly, are without prejudice to the rights and contentions of IIRF India Realty XII Ltd. and Vistra ITCL (India) Ltd. as well as Mr. Kasliwal in all proceedings which are pending either before the NCLT or in any other fora (other than before the company court). All rights and contentions which are being agitated before various fora are expressly kept open to be agitated in appropriate proceedings;
(e) The Prothonotary and Senior Master is directed to transfer the amounts received from the Honest Shelters Pvt. Ltd. (pursuant to the order dated 20th April 2022), to the Official Liquidator within a period of one week from today. Upon receipt of the amounts, the Official Liquidator is permitted to recoup the aforesaid amounts to the common pool fund.
10. The Liquidator has brought to my attention that by order dated 20th April 2022 passed in Interim Application No. 243 of 2021 Laxmi page 12 of 15 3 iaL29292-21^.docx (Kalpatru Properties Pvt. Ltd. being the Applicant), the RMC plant and the Workshop indicated in the plan annexed to the said order, were to be shifted by Honest Shelters Pvt. Ltd. to ensure that the fencing work of Plot No. 5A is completed as per order dated 13th April 2018 read with the order dated 17th December 2020. He pointed out that it was further directed that after the aforesaid shifting work was completed, the Official Liquidator was to complete the fencing of plot No. 5A, the costs of which would be borne by Kalpatru Properties Pvt. Ltd. He submitted that before the Liquidator hands over the assets and the records (of Shree Ram Urban Infrastructure Ltd.) to the IRP, the aforesaid exercise ought to be carried out. Having heard the parties on this aspect, and considering the previous orders passed in this regard, it is directed that only once the fencing work of plot No. 5A is completed by the Official Liquidator, the records, and assets of the Company - Shree Ram Urban Infrastructure Ltd. in the possession of the Liquidator, shall be handed over by the Official Liquidator to the IRP. Once the assets and records are handed over to the IRP, the Official Liquidator shall stand discharged.
11. Interim Application (L) No.29292 of 2021 as well as OLR No.241 of 2019 and OLR No.1 of 2021 are disposed of in the aforesaid terms.
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12. It is needless to clarify that the protective orders passed by this Court dated 13th April 2018, 17th December 2020 and 1st April 2021 shall continue to operate unless varied by the NCLT in appropriate proceedings.
13. This order now also disposes of the Interim Application (L) NO. 7559 of 2022 filed by the IIRF India Realty XII Ltd and Vistra ITCL (India) Ltd. seeking intervention, as well as Interim Application (L) NO. 6921 of 2022 filed by Mr. Vikas Kasliwal an ex-director of Shree Ram Urban Infrastructure Ltd. Paragraph 13 of the Official Liquidator's Report No. 18 of 2021 summarises the directions complied with by the Official Liquidator and in view thereof, the same also stands disposed of.
14. This order will be digitally signed by the Private Secretary/Personal Assistant of this Court. All concerned will act on production by fax or email of a digitally signed copy of this order.
( B. P. COLABAWALLA, J. )
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