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2012 (11) TMI 452 - HC - Companies LawWinding up purchase of property - Subsequently the applicant-company had experienced financial difficulties and, as such, winding up petition was filed - scheme of arrangement - One of the terms in the scheme being that the said land allotted by the KIADB be transferred to the applicant-company the applicant is before this Court since the KIADB has not executed the sale deed in that regard Held that - Company is deemed to have continued in possession of the property once the scheme was approved by this Court, which would span a period of nearly four decades. Hence, the mere contention that the lease-cum-sale agreement was not executed cannot be accepted at this stage, since the period, which has lapsed is much beyond the period that would have been indicated as lease period in a normal course if the agreement had been executed - KIADB is directed to receive the sum of Rs. 3,07,651 from the applicant-company execute and register the sale deed in favour of the applicant-company in respect of the application schedule property
Issues:
Application for direction to execute sale deed for allotted land by KIADB. Analysis: 1. The applicant sought direction for the execution of a sale deed by KIADB for the land allotted to them, as per the scheme of arrangement approved by the Court. The land in question was 7 acres 1 gunta, allocated to the applicant by KIADB. The applicant faced financial difficulties, leading to a winding-up petition, and a scheme was approved by the Court for the transfer of the land to the applicant. 2. KIADB opposed the application, stating that without a lease-cum-sale agreement and compliance with lease terms, the sale deed could not be executed. They argued that since the lease period had lapsed, the request for a sale deed was not valid. 3. The Court examined the scheme of arrangement approved by it, which mandated the payment of dues by the applicant to KIADB for the execution of the sale deed. The Court noted that the scheme was comprehensive, outlining payment terms to creditors and revival of the company's activities on the allotted land. 4. The Court highlighted that objections to the scheme should have been raised earlier during the approval process. Since KIADB did not contest the scheme at that stage, the Court emphasized the need for implementation as approved. KIADB was entitled to receive dues before executing the sale deed. 5. Legal precedents were cited to support the validity and implementation of approved schemes without hindrance. The Court emphasized the need for adherence to approved schemes and the obligations outlined therein. 6. The Court considered the absence of a lease-cum-sale agreement but noted that the applicant had possessed the land since 1972, and the Court's intervention in 1985 did not alter the applicant's possession. The Court found KIADB's objection to the sale deed invalid due to the extended possession period. 7. KIADB provided the outstanding amount due from the applicant, and upon payment of Rs. 3,07,651, KIADB was directed to execute and register the sale deed promptly. The Court granted the application, instructing the applicant to deposit the sum within two weeks for the deed's execution within four weeks. 8. Another application (C.A. 370/2012) was disposed of as it was deemed unnecessary for consideration at that time, with the option to file a fresh application if needed.
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