2014 (8) TMI 1132 - Board - Companies Law

Relief clause by way of amendments seeked - VPM group now seeks by way of amendments to add brief background of the Maheshwari family in the petition - Held that - Having carefully examined the entire schedule of amendment, have no doubt that facts stated therein were within the knowledge of the VPM group prior to the filing of the petition. They have failed to prove that despite due diligence the same could not be brought on record in the original petition. Further, ignorance by a party and/or advocate in spite of knowledge cannot be a matter of due diligence as held in the above decision. It is of further of the view that the degree of prejudice to the other side by the proposed amendment is greater than one at the pre-trial stage. In opinion, the proposed amendments are complex, irrelevant and the same are result of afterthought. Furthermore, the applications are moved with mala fide intention to protract hearing of the petition by the VPM group. In addition to, by way of amendments, the VPM group wants to change the basic structure of the case which is impermissible under law. Therefore, hold, the applications for amendment are not bona fide and, therefore, deserve to be dismissed. It is pertinent to mention here that the VPM group also sought to place some documents filed along with the application for amendment as annexures thereto, on record which according to the VPM group were discovered after the filing of petition. Insofar as these documents are concerned, in my opinion, to secure ends of justice, such documents may be allowed to be filed with an affidavit separately. If, such documents are filed, the same may be taken into consideration subject to objection, if any, raised by the other side. To secure ends of justice, in the exercise of power conferred upon the CLB by virtue of regulation 44 of the CLB Regulations grant liberty to VPM group to file the documents supported with an affidavit, which according to the said group were discovered and came to their possession after filing of the petitions. It is made clear that the affidavit shall be strictly confined to the documents only, as directed above. It is further clarified that any fact stated in the affidavit in contravention of this order and/or outside the scope of this order shall not be read by the CLB in the proceedings. T

Summary

Issues Involved:
1. Appointment of an independent valuer.
2. Amendments in the original company petition (CP No. 29 of 2013).
3. Amendments in the written reply (CP No. 35 of 2013).

Issue-wise Detailed Analysis:

1. Appointment of an Independent Valuer:
The VPM group filed Company Application No. 172 of 2014 in CP No. 29 of 2013, seeking an order to appoint an independent valuer to inspect the disputed property and submit a valuation report to the Board. This application will be considered after the conclusion of final arguments in CP No. 35 of 2013.

2. Amendments in the Original Company Petition (CP No. 29 of 2013):
The VPM group filed Company Application No. 173 of 2014, seeking amendments in the original company petition. The proposed amendments included introducing the background of the Maheshwari family, details of the "Kalyan land," an oral family arrangement, and additional reliefs. The RPM group opposed the amendments, arguing they were belated, introduced new and inconsistent facts, and would prejudice their rights. The Board found that the proposed amendments were complex, irrelevant, and a result of afterthought. The VPM group failed to prove that despite due diligence, these facts could not have been included earlier. Consequently, the application for amendments was dismissed.

3. Amendments in the Written Reply (CP No. 35 of 2013):
The VPM group also sought amendments in the written reply filed in CP No. 35 of 2013 through Company Application No. 174 of 2014. The RPM group opposed this application on similar grounds as above. The Board held that the proposed amendments were not bona fide and aimed to protract the hearing. The application for amendments was dismissed.

Additional Observations:
The Board allowed the VPM group to file documents discovered after the filing of the petitions, supported by an affidavit, within 15 days. The RPM group may file an affidavit in rebuttal within the next 15 days. The application for the appointment of an independent valuer will be listed along with the CP for remaining arguments.

Conclusion:
The applications for amendments (CA Nos. 173 and 174 of 2014) were dismissed. The VPM group was granted liberty to file newly discovered documents with an affidavit. The application for an independent valuer (CA No. 172 of 2014) will be considered after final arguments in CP No. 35 of 2013.