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2018 (5) TMI 2178 - SCH - Companies LawRequirement to pay the amount for the purchase of all the respondent s shares in the Company - HELD THAT - Petitioner wished to examine on that date in how much time this payment can be made. The shares, which are informed is no longer the subject matter of any attachment, and are free to be sold, should be purchased by Respondent No.7 at the price of Rs.100 Crores, to be paid by Mr. Kapil Sibal s client within a period of 9 months from today. SLP disposed off.
Issues involved: Share purchase agreement, payment terms, SEBI Takeover Regulations, transfer of shares, deemed dividend, reduction of share capital, binding effect of High Court observations, defalcation of funds by Natarajan Group.
Share Purchase Agreement: The Supreme Court directed a payment of Rs. 100 Crores to be made for the purchase of all the respondent's shares in the company. The payment is to be made by the petitioner's client within a period of 9 months from the date of the order. SEBI Takeover Regulations: The Court clarified that the share purchase of Rs. 100 Crores ordered by them will not trigger the SEBI Takeover Regulations. Transfer of Shares and Deemed Dividend: The Court specified that the order for share purchase does not constitute shares being transferred inter vivos, and the payment for the shares cannot be treated as deemed dividend. Upon payment, the share capital of the company will stand reduced as per the Court's order. Binding Effect of High Court Observations: The Court stated that the observations of the High Court will not bind in any other proceedings between the parties. Defalcation of Funds by Natarajan Group: The Intervener's counsel raised concerns about large sums being defalcated by the Natarajan Group, which belong to depositors. The counsel was advised to address this grievance before the appropriate forum in accordance with the law. Disposition of Special Leave Petitions: With the above observations, the Special Leave Petitions were disposed of, and all pending applications filed in the matters were also disposed of.
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