Document Fragment View

Matching Fragments

7. Thereafter, Group A filed CA 134 of 2006 in terms of Section 634A of the Act seeking for implementation of the order dated 19.10.2005 of Punjab and Haryana High Court and to award lot-2 to Group A and for a direction for dissolution of Hind Samachar Limited.

8. These applications were heard on a number of days. The learned Counsel appearing for Group B submitted: In terms of Clause (xx)(1), the amount of Rs. 24 crores is payable out of the funds of the company and if the company does not have sufficient funds, the shortfall has to be met by Group B. Admittedly, only a sum of Rs. 5.13 crores was in the current account of the company in Union Bank of India, Nariman Point Branch, Miunbai. Therefore, the short fall of Rs 18.87 crores had to be met by Group B itself and accordingly a draft for this amount was drawn. Group B could not draw the amount of Rs 5.13 crores available in the company's bank account as it required the signatures of Group A as they are joint signatories to that account. The company is to get refund from income tax, PF and ESI authorities and as and whenever the refunds are received, the same should be reimbursed against Rs. 18.87 crores paid by Group B. 9 The learned Counsel further submitted: Group B cannot exercise any option in regard to the other assets of the company as conveyed by when in their letter dated 11.11.2005. The options are to be exercise at the time of choosing the Lot and when they chose Lot 2 before the High Court, they chose the only option of receiving Rs. 24 crores and did not exercise other options available under Lot 2 and as such no further right to exercise option under lot-2 is available to them now. Since as per the High Court order, all assets and liabilities of the companies and firms under Lot-1 located in the territory of Jalandar and Ambala shall fall to the share of Group B and similarly that all assets and liabilities of the company and firms under Lot-2 located in the territories of Delhi and Jaipur shall fall to the share of Group A, the latter cannot claim any amount lying in the bank account of the company or received by the company from its debtors, further the High order has used the word "retain" to indicate that whatever was within a particular Group on that day it could retain the same and there is no question of sharing the same with the other group. Oven otherwise, since both Group s have been independently managing their own units right from the time the disputes started, one group cannot have any claim on the other group of any benefits accrued to their respective units during this period. In so far as availing the bank facilities from Vijaya Bank is concerned, Group B had provided security to the bank of the assets which are within Lot-1. Even the High Court order dated 19.10.2005 only provides that one group should not deal with the assets of the other group till the settlement is worked out and there is no bar in one group dealing with assets falling within its own lot. However, the bank has already sanctioned the limit and the company has already availed the credit facilities. In so far as land at Chandigarh is concerned, that land automatically falls within Lot-1 and only to avoid payment of penalty, Group B has sought for directions to the Estate Officer, Chandigarh to handover possession without levying any penalty as the delay in taking possession is on account of Group A not cooperating with Group A earlier as is evident from the earlier proceeding before this Board.