National Company Law Appellate Tribunal
Vinod Muktinath Sharma vs Sharma Realty Pvt. Ltd. & Ors on 11 July, 2016
IN THE NATIONAL COMPANY LAW APPELLATE TRIBUNAL
AT NEW DELHI
in the matter of
The Companies Act, 013 Section 442
Me Vinod Mubtinath Sharma 90400000000 wxxss oofgypetiant
¥ersus
M/s Sharma Really Pvt. Lid. & des faspondants
CORAM:
HON'BLE MR. JUTICE S.L.MUKOPADHYAY
HON'ELE MR. BALVINDER SINGH, MENBER (TECHNICAL)
For Appellant (a) Mr. U4. Cheathary, Senior Advocate.
Mr. Gaurav Nair, Adwooshe
Mr. Himavishu Vi, Adworake
Me. Manisha Chaudhary, Advocate
Mr, Akshay 6. Udeshi, Aduncate
Mr. Sanjay Udeshi, Advocate
For Respondent(s} Mr. Rahul Sahasrainaidhe, Company Secretary
Mr. Shyamal Anend, Advocete for Ri to RS
The Appellant: Mr, Viewed Muktinath Sharma Nes orefernad fis Company Apses!
under section 421 of the Covnpanies Act, S009 against the order dated 15° June, 206
passed by isared Member Cudicial), National Company Law Trbunal (sereinafber
referred to as "Tripurnal') in CA No. OS(MB)2015. In the impugned order, Learned
<
(iaicig} directed the Respondents fo mginigin status qua over the
eat nights and money f any comes cut of the settiement likely fo take place §
the Suits mentioned In the said ander,
oy
&
> Respondent Na i-Mys, Sharma Realty yt. Lid. is 8 family Gunpeny compraing of
two breathers end father, the Apoeliant is one smong the brithers with 33.5%
aharehatding. Another brother anc the father of him are other shareholders managing
ah
MY}
© offers af the company,
3. Because oF fhe dissuies behween the sharsholders, | 8 Appellant in ane side
and one beather and fis fsther on the ofher side, fhe Appellant had fled CP No.
FAPSOiS afl
his Interest and thereky sought restraint orders agaist he snowering maspandants fro
eging that tie conduct of the answering resnerxfents is oopressive aqainst
a.
dealing with Ovo mator properties af Respondent No. i-Company, ane & Khanckehwal
Herman Pragerty anc other ig Mfs, | ai Corporation Progeny Gi shart
NIC property).
§, Cemmany Law Board {fer short 008), had already restrained the Respondents
ing Khandelwal Herman Sroperty. After fhe constitueian of the Thibunal, the
Fee sa 8S Spey og
From Sanat
Apasiant Has sought sestraing orders against NIC mroperty Sieg { Ehe arswering
Resoondents trying to create third party rights over the said onoperty under the garb of
aryNing af a settlement with one "Ackruth Oty Umitec" In suis Bearing sumbers
TSSS A008 & 2392/2009 pending befars |
igh Court af Bombay.
Sterment in
af the se
S, The qnevance of the Appellant is that the proposed antic
the said suis s detrimental to the interest of fhe Appellant hecsy
challenged the gets of the Resnandents in relation ty the affairs af the Responels
ENS. Ey
COTTIANY OS ¢ prejudicial to fhe Interest of him. In the Company Application before the
Tribunal, [he AnpeSent prayel as f
fa] "Pending Ohe Aagring fhe Anal disposal of fhe Company petition Aa.
#@/N8) 2013 Me Respondents Sinoug@h Sher offfoars, agent anu
aornniy de nested ie anp saanmer fron afenetng Nhe saul property
2
&
devng situates! af LOS. Alerg. (s sar sear Mengetramn Petro!
Pure CPS. Me. 380. 25077 fo 22 arer aque! fo 22730 ag. anirs.
me Aun fol Awe, Mudie as more por
Sing
fb) Panding Ore fearing and Anal disposal of Mus Patitven fins Man Die
Goan? Oo pheaened fo issue euch Jorther onter or other ores fo be
made and/or direction or dinectiions be over as Nine Non ive Board may
Geo AY aef proper."
&, I} aooeers thet Ackrati Oty Lnvted fled @ sult beara number 1Seh sce
agaist Resnandent Not Corngany, NIC, Mumbai Municina! Corporation, Ressendents 2
& 3 ane the Appetiant fer decigration feat the {te af NIC praperty is wasted with Ackruii
City Limited, whereas Respondent No.i Cormany moved another cross sis PANG
?
against NEC, ane Smt. Rem Murli Lal Chand Goyal, Gine Mr. Reieey Goyal ane Ackruti for
seclaratinn that Respondent No. Company has LS) davelonment rights over the
samme progerty, That means whide "Ackruti Oty Limited' hes sought ile aver the
woperty, the Ressardent Nod company has if BS Chass Suns sought
deacingnnent fights over the same NIC property.
* The Oieision Bench of High Court
ari, 2219 dire
croperty aacet.
of Gombay In am spmes! has pesaed am crcier
Ss
&
ng the parties fo ENNDn status mio aver tie aforassid
8, Laemed counsel appearag aon behalf' of the Apoetinnt subsaiiead Uhet curing
perciancy af ihe aforesaid sults before the Nigh Court of Bombay, Respondent No.l
cenngary, the other Ressondents brother and father ailuded with Ackrati Cy Limited
to ensure @ consent decreas is passed by the Nigh Court of Bombay in the aforesaic ts
SUNS attlening LOOS: develogment Nghis vested sith Respomdest No.l company. If was
contended that the Agpelignt aponchends that any eieration of Interest in develgoment
nehts in NEC property would directly have Gearing on the interest of Appellant in tye
ay
family company sclely deveined on the foundation of earlier partnershie fr ru by
the family.
y, According fo counsel! for the Appellant, fhe Respondent side is going fo file
consent losis nefiecting 20% develooment dghts af NIC property would go to Ackria)
City Lied wAthOuE any Consideration ammount and remaining S08 dave a Nonts
would pea with Respondent Nol Company: Out of remaining > leh with
Respomieant Nod © ORpaNY, the cy ein al
asrtvration 3
mt with Ackrut City United ip deveing the entire progeriy, Even
af Rescancent Nols 50%
jail verture agr
on deratio Y amfaut has not been mentioned mm the terms af agreement: the
RESARIeNS ingend to cavlude wath Ackridi City Linnted,
iQ. Tt was submitted that the Learned Member Qucicial) has failed te
a:
sihustion and not granted status quo with regerd to dewslan
e
ment over the NIC property.
Vi. Lasers counss! Sonearing on Oshalf af the Respondent No. i Cornpeny, apposed
the prayer, Ho was contended thet the Appellant Aas oniy 2.55 shareholding snd not
Bere
33.5% as clainied. Nowewer, from the record we find that such subsissions made on
behal of the Respondents was not accepted by Learned Member Qudiciah, CLUB in ts
onder dated 29° October, 2015 passed in CP No. PCM) 2015.
ie. TRis count wanted to know fron the course! for the Resmondent Nai, as fo what
is the considersiion amount the Respondent Nod Comoany wil get, i 50% shares af
ceysionment fights of espondent Noi Coipany are transferred in favour af Més,
s
AckrUue (aty Linvied. No speci
reply was given snd Hf appears that # the Responcients
=
fansfer 50% of these shares of dewsinpmient In favour of Mys. Ackruti OO) Umitec there may be a posslbdify of such transfer without any consideration amount. Hawever, no soecvic answer coud be given at this gage, as no agreement reached behysen the parties ior any petition for comaromics decreas has been filet before the High Court of Raney.
iS. Se far as NIC ant progerty is concerned and ae order af sistus max been granted by The Nigh Court of Sombey in the aforesaid backgro. dection & raguired | a J hers of prayer as sought Gefore Tibunal, x i$. fn so far as the develapmeant nights ane canmemed, the Learied Member (Jusicial) of Tebunel by imougned order dete? I5° June, 2016 made folowing ahseryations ane directions.
"fares J0- ANowemer, ance fhe aegpondiesis comme Ags afsaso a fo odtais Die agonove! of Sis Boro fo deal enh) aie ihe ent igviiy or caeer Oe development figins of #050 of AY componr. Ove Be cio Bie sigvite of fhe applicant ane! One resmomien , airects Me armeeering reagpenmenty fo aaainialy stetus gue over the dewelgonnent agate and monepr A aay corer cet of ine settienent ely fo fehe ploce Ay tbe surts meantiioned' abore gon! firther onters. Phe Respondents are afeo directed fo conmmunicate re irensections srogosey fo be gehen place fo Ne aomiicont ar sogand' ig me SH ar PF eee for 18 In wew of the fect heat fie Trihumal has alreacy directed the answering Respondents fo maintain sfetus quo aver the develonment nights and money F any comes aut of setthanent [inely to fake clare In the suit mentionsd aAbows, unth luther duly, S048, as anders, and the Company Petifion i liely in be inken uo on A ¢ wformad by the parifes, we find no reeson fo meeify the infeim drder passed fy Learned Tebunal The direction for Resoondents to iisinigin sakes qua over the oe Ari ceveinnment nights sll tgke cars of the ifenest of all ihe parties including ihe = A Agsefant.
1. The Company Appeal stands dispased of However, an the facts and matances there shell be no order a6 ho cast.
(Justice 8. Mukhopadhays) Chairperson { Balvinder Singh} Member (Technical) aft