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TMI Blog2012 (11) TMI 874X X X X Extracts X X X X X X X X Extracts X X X X ..... parties. The stage of evidence had not yet arrived in the suit and it is for the plaintiff to thrash it by adducing evidence to establish the existence of a concluded contract. It cannot be held that the plaintiff has been able to prove the existence of an oral contract between the parties or to make out a prima facie case for the grant of an interim injunction - Trial Judge has rightly dismissed the application - A. P. O. No. 435 of 2010 A.P.O.T. No. 577 of 2010 - - - Dated:- 11-1-2012 - SAMBUDDHA CHAKRABARTI, AND J. N. PATEL, JJ. For the appellant: Mr. Abhrajit Mitra, Sr. Advocate For respondent: Mr. Ahin Choudhuri, Sr. Advocate Mr. Roibat Banerji, Advocate Mr. S. S. Khanra, Advocate JUDGEMENT The Court: This is a plaintiff s appeal against the judgement and order dated October 6, 2010 dismissing its application for interim reliefs and also vacating all interim orders, if any. In connection with a suit for specific performance the plaintiff had filed an application for injunction before the learned Trial Judge. The case of the plaintiff/ petitioner inter alia was that the respondent no. 3 herein was the owner of a tea estate of which before August, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... hrough their agents, assigns etc. from registering the said shares of the company in the name of any person other than the plaintiff or from dealing with or disposing of or alienating or otherwise creating any third party interest over and in respect of those shares and for other reliefs. In the said suit the plaintiff had taken out an application being G. A. No. 1331 of 2010 inter alia for the appointment of a Special Officer over and in respect of those shares, an order of injunction restraining the defendants nos. 1 to 3 therein either by themselves or through their agents etc from registering those shares in the name of any person other than the plaintiff and also for injunction in terms of the perpetual injunction prayed for in the suit. Initially an interim order of status quo was obtained by the plaintiff ex parte. Such order was thereafter extended from time to time. The said application for injunction was contested by the respondents nos. 1 and 2 by filing an affidavit-in-opposition affirmed by the defendant no. 2, wherein the allegations made by the plaintiff were denied. It was inter alia denied that any of the respondents made any representation to the petitioner co ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... lso affirmed an affidavit-in-opposition before the Trial Court. As mentioned earlier the learned Trial Judge had dismissed the plaintiff/ appellant s application for injunction by the impugned judgement and order. The learned Trial Judge held that there was no concluded contract between the parties and the parties were still at a negotiating stage. It was further held that from the conduct of the plaintiff it appeared that it was never serious about the purchase of the shares and the plaintiff was not entitled to any interim relief. The other reason for not passing any interim order was that the oral agreement pleaded was between the two limited companies and it was unknown how individuals could treat the properties of a limited company as their personal properties. No resolution of the companies had been produced whereby one agreed to purchase and the other agreed to sell the shares. The learned Trial Judge further held that the terms and conditions raised a doubt whether the same were to the benefit of the respondent no. 3 as the money which was to be paid was being received by the respondent no. 3 which on transfer of shares would belong to the petitioner. Mr. Mitra, the lea ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ppellant to submit that these letters clearly suggest that there was no concluded contract between the parties. The respondents nos. 1 and 2 also mentioned that the terms of these letters were such that it was most unlikely that any prudent man would accept them. The terms of these letters suggest that out of Rs. 4.11 crores only Rs. 67 lacs would be paid as consideration for the shares and the balance would be paid to the respondent no. 3 company the control of which would be acquired by the appellant company simultaneously with the payment of Rs. 67 lacs. The respondents further argued that it was also improbable that transaction of this sort contemplated by the appellant would be concluded without complying with the formalities of law. The learned Trial Judge relied on two letters, dated March 19, 2010 and March 26, 2010 respectively written on behalf of the appellant. A bare reading of those two letters strongly goes against the contention of the appellant about the existence of a concluded contract. In the first letter dated March 19, 2010 the respondents nos. 1 and 2 were intimated that the amount of Rs. 4.11 crores would be deposited by the appellant on March 22, 2010 on ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... l evidence and payment of earnest money. It was only in this context that the principle reiterated in that case must be understood. So also is the judgement of the Andhra Pradesh High Court. That too was an appeal from a judgement and decree of the trial court passed in a suit for specific performance of an oral agreement for sale. There also oral and documentary evidence were adduced by both the parties and the trial court disbelieved the oral agreement of sale. In appeal the High Court after appreciating the entire evidence on record found that an oral agreement for sale had actually taken place. Here also the principle of law re-stated that an oral agreement is as much legal and valid as a written agreement for sale has to be understood in the context that the existence of an oral agreement was proved clearly. But in this case it cannot be said that the plaintiff could establish the existence of a concluded contract on the basis of the materials filed so far. This all the more so as the defendants have specifically denied the existence of a concluded contract in their affidavit. In a suit based on an oral contract for sale the burden is on the plaintiff to prove by cogent ..... X X X X Extracts X X X X X X X X Extracts X X X X
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