2017 (12) TMI 665 - Tri - Companies Law

Bail proceedings against Directors - Held that - A perusal of the order dated 01.09.2017 shows that a sum of ₹ 15 crores had already been deposited and a further sum of ₹ 5 crores was required to be deposited by 6.9.2017. In the order dated 08.09.2017, it is recorded that ₹ 5 crores was also deposited and Mr. Pawan Shree Agarwal was appointed as amicus curiae for all the projects with certain directions. On 21.09.2017, the Amicus Curiae pointed out that a sum of ₹ 7816 crores was required to be refunded to home buyers and he was directed to invite options from the home buyers of the 61 projects whether they were inclined to take possession of the flats or desirous to get the amount refunded. The matter was again taken up on 30.10.2017 when R-l company was also impleaded as a party at the behest of respondent no. 3 & 4. The Directors-respondent no. 3 and 4 were to get bail subject to deposit of a sum of ₹ 750 crores in the registry of the Supreme Court and further directions were issued. After hearing learned Counsel for the parties, we direct that the order which has already been passed in the forenoon session by this Bench shall be subject to compliances of all directions including the one mentioned in the preceding paras. In pursuance to our direction if a new Board of Directors is constituted then it shall also be bound to obey the directions of Hon ble the Supreme Court which are binding on all authorities in any case.

Summary

Issues Involved:
1. Allegations of irregularities and misconduct by a company.
2. Non-cooperation of respondents in legal proceedings.
3. Suspension and interim directions against company directors.
4. Compliance with orders from the Supreme Court in related bail proceedings.

Analysis:
1. The judgment addresses serious allegations of irregularities and misconduct by a company, including non-commencement of construction despite payments by home buyers and substantial debts owed to depositors. The Tribunal finds that the affairs of the company are not in accordance with the Companies Act, 2013, and are against public interest. A prima facie case is established based on investigations and opinions, leading to the issuance of notices to the respondents for a hearing.

2. Despite efforts to serve the respondents, they refused to accept notice, indicating non-cooperation in the legal process. The Tribunal takes note of this refusal and proceeds with the case based on the arguments presented by the applicant. The lack of cooperation is a significant factor in the decision-making process.

3. In the interest of the larger public interest and under Section 242(4) of the Companies Act, 2013, the Tribunal issues interim directions. These include suspending and restraining the current directors of the company from acting, as well as preventing any alienation or encumbrance of properties owned by the respondents. Additionally, the appointment of nominee directors is permitted, subject to Tribunal approval, to oversee the company's operations during the investigation period.

4. The judgment also considers orders from the Supreme Court related to bail proceedings involving certain directors of the company. The Supreme Court had directed deposits and refunds to be made to home buyers, with specific amounts and timelines outlined. The Tribunal ensures that its orders are in line with the Supreme Court's directions and emphasizes compliance with all previous orders, including those related to the new Board of Directors if constituted.

This comprehensive analysis covers the key issues addressed in the judgment, highlighting the legal actions taken by the Tribunal in response to the irregularities and non-cooperation observed in the case.