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5. It is important to note two letters addressed by respondent Nos.2 and 4 that preceded this agreement. Respondent No.4-Haryana Financial Corporation had by a letter dated 18.07.1994 addressed to respondent No.2 stated that they had no objection in respondent No.1 offering pari passu charge to the said four insurance companies i.e. beneficiaries of the trust to secure the said debentures of ` 200 lacs subject to respondent No.1 obtaining a similar 'No Objection Certificate' from all the existing participating financial institutions. Respondent No.2 by a letter dated 18.05.1995 stated that they had no objection to the first respondent's proposal for creation of pari-passu charge in favour of the four insurance companies in respect of debentures of an aggregate value of ` 200 lacs. Obviously, thereafter the arrangement was entered into between the company and respondent No.2 as a debenture trustee on behalf of four insurance companies on 03.11.1995.

Respondent No.3-IFCI acquired a charge in respect of the property in the year 1996. As it had acquired the charge subsequently, there was no question of IFCI-respondent No.3 agreeing to the creation of pari- passu charge in favour of respondent No.2.

6. There is, therefore, no doubt whatsoever and indeed it is virtually admitted that the appellant's dues are secured as aforesaid. The appellants dues are also admitted. The only contention on behalf of the respondents is that the charge in favour of the appellant had not been registered under section 125 of the Act.

7. This is a curious and an unfair contention at least in so far as the respondents are concerned. As we noted earlier respondent Nos. 2 and 3 expressly agreed to the appellant being granted a pari-passu charge. Moreover, the evidence which we will shortly refer to establishes beyond doubt that the charge was infact created. As we noted earlier, the appellant is the successor-in-interest of the benefit of the trustee agreement pursuant to which the charge was created. The charge was originally created in favour of respondent No. 2 i.e. the appellant's predecessor-in-interest. Respondent No.2 and indeed respondent No.1 i.e. the mortgagor, therefore, have personal knowledge of the facts of the case. Respondent Nos.1 and 2 have for obvious reasons failed to disclose the material particulars of the charge and the registration thereof although they being the original parties to the trustee agreement have knowledge of all the facts and quite possibly are in possession of the original record. Fortunately, even the limited record available establishes the registration of the charge and thereby enables us to do justice.

15. We were informed by the Official Liquidator that the appellant and the respondents are the only creditors. He made it clear that no claims have been made by the workers and in any event there are no outstanding claims for wages by any workman.

16. In the circumstances, the impugned order and judgment are set- aside. The Company Application No. 547 of 2009 is allowed. It is declared that the appellant holds a pari-passu charge as claimed by it and shall be entitled to a pro-rata distribution of the sale proceeds after making necessary deductions therefrom. The Official Liquidator shall re-calculate the amounts due to the secured creditors in accordance with this judgment to the effect that the appellant holds the first-charge in respect of the assets of the company pari-passu with the other first charge-holders. The Official Liquidator shall call upon the parties concerned to refund the excess amount with interest at 10% per annum from the date of receipt thereof by them and shall pay over the appellant's due in accordance with law by 31.08.2015. There shall however be no order as to costs.