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TMI Blog2022 (6) TMI 1424X X X X Extracts X X X X X X X X Extracts X X X X ..... n defendant nos. 1 and 2 and their servants and agents or nominees from interfering or seeking participation in the management of the affairs of the Company. HELD THAT:- That interim application was scheduled to be heard by this court but was withdrawn only to pursue a Review Petition in view of certain additional facts that had come to the knowledge of the applicant. The plaint was amended and the Review Petition is pending. There was a controversy whether the Review Petition was moved at all, but today it is pointed out that the Review Petition has been listed on board. There is no reason why the plaintiff/applicant has not moved that court since the issue is sought to be reopened on the basis of additional disclosures and fact thus t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... yril Amarchand Mangaldas. For defendant No. 3 : Mr. Aspi Chinoy a/w. Mr. Rugved More, Ms. Tanya Mehta and Ms. Vaibhavi Bhalerao. ORDER P.C. : 1. Moved for ad-interim relief. The plaintiff seeks an injunction restraining defendant nos. 1 and 2 and their servants and agents from participating in an Extraordinary General Meeting ( EGM ) of the defendant no.3 ( Company ) scheduled on 24th June, 2022 and from exercising any right including voting rights in respect of the suit shares. The application is moved pursuant to notice dated 25th May, 2022 issued by the Company to consider reappointment of its Managing Director for the period 1st April, 2022 to 31st March, 2025. The applicants also seek permission to exercise voting ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... elief on 23rd December, 2021. When IA 376 was taken up for hearing learned counsel for the applicant on instructions made a statement that the Applicant had also filed Interim Application(L)No. 4788 of 2022 ( IAL 4788 ) claiming change in circumstances and once again seeking inter alia restraint against selling or acting upon the suit shares and exercising voting rights in respect of the suit shares and seeking certain disclosures of a complaint filed with the Economic Offences Wing on 24th September, 2021 which was allegedly suppressed. Faced with IA 376 the Applicant then contended that they intended to seek review of the order dated 23rd December, 2021 and did not press IAL 4788. The Review Petition was filed and is pending. 4. Relief ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ng rights and that they have been exercising voting rights in the past hence the balance of convenience does not favour the applicant. It is also contended by Mr. Dhond that a sum of Rs.5270 crores is payable and overdue from the borrowers and the applicant is part of the group controlling the borrowers. Mr. Dhond seeks to oppose the application on the ground that this is one more attempt to stall the bank's participation at the ensuing meeting having failed to obtain an order on 23rd December, 2021 in IAL 29574, despite having withdrawn IAL 4778 and seeking a Review of the order dated 23rd December, 2021. 6. Mr.Seervai submits that in April 2022 the plaint was amended, the deed of pledge which had not been disclosed earlier has sinc ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... proxy for the applicant. There is no documentation establishing such nomination and he has contended that the bank was not a pledgee, it never was a pledgee. That it is not even a party to the pledge deeds. He has taken me through the judgment of the Supreme Court and invites me to hold that on a fair reading of the judgment it is clear that the applicant is entitled to relief. That the law is now settled and there is no occasion for the bank to claim that it can exercise voting rights in the facts of the case. 9. Mr. Chinoy appearing for the company has sought to clarify that Regulation 58(8) effectively contemplates creation of a pledge and the manner in which the pledgee can act by first becoming a Beneficial Owner prior to exercising ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... er attempts have been made to stall the banks efforts of recovery. Faced with this Mr. Seervai contended that none of those proceedings were filed by the Applicants. The applicants do not deny that the borrower and others who had initiated other proceedings were all connected /affiliated in some manner. 12. According to Mr. Dhond there is a valid pledge which includes voting rights in terms of the agreement between the parties. It is thereafter that this Suit and Interim applications were filed in this Court. 13. I have heard submissions at length. IAL 4778 effectively sought the same relief being sought today. That interim application was scheduled to be heard by this court but was withdrawn only to pursue a Review Petition in view o ..... X X X X Extracts X X X X X X X X Extracts X X X X
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