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15.3 By a common order dated 16.04.2021, the Division Bench of this Court disposed of the said appeals by suspending the order dated 23.03.2021 impugned in the aforementioned appeals and remanding the matter to the Single Judge, as the Court was of the view that it was incumbent on the Court to give reasons for passing the interim orders. During the said proceedings before the Division Bench, the learned counsel appearing for the Borrowers and Kadam expressed an apprehension that suspension of the orders dated 26.03.2021 passed under Section 9 of the A&C Act would leave Indiabulls free to invoke the pledge of shares in question and, this would irreparably prejudice the interest of the Borrowers and Kadam. In response to the aforesaid contention, it was stated on behalf of Indiabulls that "the invocation of pledge of shares will be undertaken in a completely transparent manner, on a fair evaluation of the shares and that the same would also be placed before the learned Single Judge". The Division Bench noted the aforesaid contention and also observed that any such invocation would be open to challenge before the Court.

49. He also countered the contention that ATS was in its nature, determinable.

Reasons & Conclusions Sale of Sale Property and invocation of Pledge of Pledged Shares, not mutually exclusive

50. At the outset, it is necessary to state that Indiabulls has sought to interlink the controversy regarding termination of the ATS with the dispute raised by Shipra Group of entities in respect of its agreement with M3M for sale of the Pledged Shares. Some of the submissions made by the counsels for the parties were premised on the basis that the said transactions are mutually exclusive.

56. In the aforesaid view, this Court is unable to accept that the action regarding invocation of pledge of Kadam's shares by Indiabulls ought to be viewed as interlinked to DLF's claim for specific performance of the ATS. The question whether DLF is entitled to any interim relief in respect of the ATS must be examined independent of the action of Indiabulls invoking and selling the Pledged Shares or the inter se dispute between the Borrowers/Kadam and Indiabulls, which do not arise in connection with or relate to the ATS.

111. In Avantha Holdings Limited v. Vistra ITCL India Limited (supra), a Coordinate Bench of this Court had noted the principles applicable while considering a relief under Section 9 of the A&C Act. The Court had also elaborately dealt with the facts in that case and held that the factum of default in payment of the outstanding amounts were acknowledged and admitted by the petitioner and thus, events of default as contemplated under the Debenture Trust Deeds had occurred. After observing the same, the Court had observed that "No occasion, therefore, arises for this Court to interdict the invocation and sale, if any, of the pledged BILT shares. Any such direction, by this Court, would amount to a proscription, on the respondents exercising the rights, conferred and vested in them by the covenants of the Debenture Trust Deeds. This, on the face of it, is impermissible; in any case, no such relief can be granted, in a proceeding under Section 9 of the 1996 Act."