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2.4 It is submitted that due to aforesaid arrests of the Director/CFO and GST searches and investigation, stock price of the company dropped and even many senior officials of the company resigned for their internal grievances and further due to said incidents and illegalities, loan sanctioned to the company came to be withheld by the banks and thereby Respondent no.3 was in acute need of finance, resultantly operations of the company came to a standstill and liabilities were piling up and company's position was going from bad to worse. In this dire situation, Respondent no.3 was introduced to the petitioner no.1 and 2 by one Mr. Vishal Sood who is the Managing Director of M/s. SAIF Partners (Private Equity Firm) being the shareholders and was then Nominee Director of M/s. Manpasand Beverages Ltd of Respondent no.3. It is submitted that in the said primary meeting held on in the end of June 2019 at New Delhi along with petitioner no.1 and 2, Respondent no.3, Shri Vishal Sood and the team of M/s. Ernst & Young (largest auditing firm in the world) it NEUTRAL CITATION R/CR.MA/19310/2019 JUDGMENT DATED: 04/10/2023 undefined was projected that M/s. Manpasand Beverages Ltd. is debt free company and its flagship brand "Mango Sip" is a well established brand in the market. However, the company facing acute liquidity problems and thereby requested the petitioners to sanction term of loan of Rs.100 Crores towards working capital and repaying certain existing liabilities. 2.5 It is submitted that as part of its business of Non Banking finance, M/s. Finquest Financial Solutions Private Limited had explained the Respondent no.3 about the terms and conditions including documentations and the way of working. It is pertinent to state that all the draft of the agreements were handed over to the Respondent no.3 for his perusal and satisfaction. Further, upon having agreed, Respondent no.3 vide its letter dated 25/06/2019 requested the M/s. Finquest Financial Solutions Pvt. Ltd to sanction secured term loan of Rs.100 Crores. It is pertinent to state that, in the said letter, Respondent no.3 has in unequivocal terms agreed to execute all the documents drafts of which were provided to Respondent no.3 in advance for his perusal. 2.6 Apropos to the aforesaid, vide letter dated 02/07/2019 M/s. Finquest Financial Solutions Pvt. Ltd showed readiness to sanction the loan to the tune of Rs.100 Crore on main terms and conditions stated therein over and above that may NEUTRAL CITATION R/CR.MA/19310/2019 JUDGMENT DATED: 04/10/2023 undefined be agreed by way of separate loan agreements etc., which was duly accepted and agreed upon by the Respondent no.3 by way of putting signature on the letter dated 2/7/2019. 2.7 It is submitted that in furtherance of the aforesaid acceptance by the Respondent no.3, on 11/07/2019 in the board meeting, crucial decision was unanimously taken whereby two new independent directors were inducted and resignation of 2 independent directors, nominee director, non executive director and 2 other directors, Company Secretary and Statutory Auditors was accepted. Further, Respondent no.3 was authorized for availing loan and escrow account were also resolved to be opened. It is pertinent to state that, Respondent no.3, later on, vide his letter dated 11/07/2019 intimated the BSE Limited and NSE Limited about appointing 2 new directors, availing 100 Cr. loan against mortgage / hypothecation of assets of the company and pledge of 100% shareholding of the Respondent no.3. 2.8 It is submitted that thereafter, as per the business transaction, formalities of necessary documentation such as Loan Agreement, Deed of Brand Pledge, Deed of Hypothecation, Deed of Irrevocable and Unconditional Guarantee came to be executed and duly signed by the Respondent no.3.