2017 (11) TMI 1979 - HC - Companies Law

Acceptance of highest bid in respect of sale of the assets - auction of the assets - HELD THAT - Considering the fact that nobody has come forward to object to the sale of the assets of Lot No.3 to M/s Satguru Cement Pvt. Ltd. and also taking note of the circumstances which are disclosed in the aforesaid OLR, I am of the opinion that prayer made in the OLR deserves to be allowed. Application are disposed of by confirming the sale of the assets of Lot. No.3 in favour of Satguru Cement Pvt. Ltd. with a direction to the said auction purchaser to deposit the balance sale consideration of ₹ 73,37,000/- after adjustment of AMD of ₹ 12 Lacs within a period of 30 days from today. On deposit of the said amount the O.L. will handover the assets of Lot No.3 to M/s Satguru Cement Pvt. Ltd. - application disposed off.

Summary

Issues involved:
1. Acceptance of the highest bid for the sale of assets in Lot No.3
2. Objection raised regarding incomplete particulars in the auction notice
3. Confirmation of the sale of assets to the highest bidder
4. Direction for the auction purchaser to deposit the balance sale consideration
5. Refund of Earnest Money Deposit (EMD) to the second-highest bidder
6. Disposal of related Interlocutory Applications (I.As.)

Issue 1: Acceptance of the highest bid for the sale of assets in Lot No.3
The Order was passed in response to OLR No.67/2017 seeking acceptance of the highest bid of ?85,37,000/- by M/s Satguru Cement Pvt. Ltd. for the assets in Lot No.3. The auction process was conducted following court directions, resulting in two offers, with Satguru Cement Pvt. Ltd. making the highest bid. The court, after permitting parties to file objections, found no objections to the sale and deemed the prayer in OLR No.67/2017 worthy of acceptance.

Issue 2: Objection raised regarding incomplete particulars in the auction notice
During the proceedings, a submission was made by the counsel for the Workers Union regarding incomplete particulars in the auction notice for Lot No.3. However, after the disclosure of property details in the auction notice and the submission that the grievance of the workers no longer existed, the court found no hindrance to the sale. The court noted that despite various pieces of land with different Khasra numbers being involved, sufficient particulars were provided in the auction notice.

Issue 3: Confirmation of the sale of assets to the highest bidder
Considering that no objections were raised against the sale of assets in Lot No.3 to M/s Satguru Cement Pvt. Ltd., and after reviewing the circumstances presented in the OLR, the court decided to confirm the sale. OLR No.67/2017 and 72/2017 were disposed of by confirming the sale in favor of the highest bidder, with a direction for the auction purchaser to deposit the balance sale consideration within 30 days.

Issue 4: Direction for the auction purchaser to deposit the balance sale consideration
The court directed the auction purchaser, M/s Satguru Cement Pvt. Ltd., to deposit the balance sale consideration of ?73,37,000/- after adjusting the Advance Maintenance Deposit (AMD) of ?12 Lacs within 30 days. Upon depositing the amount, the Official Liquidator (O.L.) was instructed to hand over the assets of Lot No.3 to the purchaser.

Issue 5: Refund of Earnest Money Deposit (EMD) to the second-highest bidder
Additionally, the O.L. was authorized to refund the EMD of the second-highest bidder, M/s Abu Industries Ltd., Indore, upon receiving the full consideration amount from the highest bidder, M/s Satguru Cement Pvt. Ltd. This step was taken in line with the confirmation of the sale to the highest bidder.

Issue 6: Disposal of related Interlocutory Applications (I.As.)
The court addressed the I.As. 2616/2016 and 7060/2015, which had already been disposed of, directing the office not to list them for consideration. Furthermore, permission was granted for the withdrawal of I.A. No.2608/2016, which was subsequently dismissed as withdrawn. The matter was scheduled to be listed for further proceedings on 22.1.2018.

This detailed analysis of the judgment provides a comprehensive understanding of the issues involved and the court's decisions regarding each aspect of the case.