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TMI Blog2024 (7) TMI 1465X X X X Extracts X X X X X X X X Extracts X X X X ..... esent in person. For the Respondent Mr. Rajat Bhalla, Adv. for Applicant in CA 491/2019. (M: 9811661193) Ms. Ruchi Sindhwani, Sr. Standing Counsel, Ms. Megha Bharara, Ms. S Meenakshi, Advs. (M: 9811533510) And Mr. Prasanta Varma, SPP, CBI with Mr. Rakesh Kumar Palo, Mr. Rajesh Palo & Mr. Pankaj Kumar, Advs. (M: 9818076828) Ms. Ruchi Sindhwani, Sr. Standing Counsel, Ms. Megha Bharara, Ms. S Meenakshi, Advs. Mr. Sachin Chopra, Adv. for Committee. And Mr. Alok Sharma, Senior Advocate with Mr. Narendra M. Sharma, Mr. Ankur Sood & Ms. Shubhangi Tiwari, Advocates for Applicants JUDGMENT Prathiba M. Singh, J. 1. This hearing has been done through hybrid mode. CO.PET. 280/1997 CO.APPL. 70/2008, 71/2008, 411/2008, 612/2012, 1020/2012, 2249/2014, 2250/2014, 242/2021, 97/2022,830/2023,OLR 11/2024. 2. Co.Pet. 280/1997 has been filed by the Petitioner- PNB Capital, Services Ltd. seeking winding up of the CRB Corporation Ltd. In the present petition, the Provisional Liquidator was appointed vide order dated 22nd August, 1997. The above applications have been filed both by the OL and by the Applicants therein seeking release of lands and claiming rights in the land taken over by the OL. 3 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... orts by Mr. Sharma, and the substantial market value of the lands involved. This was limited to three lands - R.S.E.B Land, Tala Land and Gulab Bagh Land. The Court then directed the calculation of Mr. Bhansali's share based on his contribution, and tentatively determined that Rs. 22.75 crores were payable to the OL. The relevant portion of the said order reads as follows: "7. As recorded vide letter dated 17th October 1997, Mr. Bhansali had remitted a sum of Rs. 3.32 crores to Mr. J. P Sharma out of the agreed sum of Rs. 8.90 crores. 8. In view of this remittance of Rs. 3.32 crores, it is the case of the OL that M/s MSK Marketing Pvt. Ltd., which is the applicant in Co. Appl. 1020/2012, purchased the entire R.S.E.B. land for a sum of Rs. 33 lakhs. Thus, the claim of the OL is that in view of the land having been purchased out of the amount of Rs. 3.32 crores, paid by Mr. Bhansali through the company in liquidation, the R.S.E.B. land should vest fully with the company and no rights can be claimed by either MSK or Mr. Sharma. 10. On the other hand, the stand of ld. Sr. Counsel Mr. Alok Sharma appearing for M/s. MSK is that the total sum that had to be paid is Rs .8.90 crores, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the tune of Rs. 47 lakhs ought to be given credit for and the remaining may be directed to be deposited. On the other hand, OL's counsel prays that the OL may be permitted to do an independent valuation of these lands so as to arrive at the correct amount payable, even if this approach is to be adopted. 15. Considering the nature of the matter, the OL has had sufficient opportunity to value these lands as these applications date back to 2008 and 2012. No valuation has however been placed on record. However, since the market value of these properties is substantial, the Court gives a last opportunity to the OL to value these lands and place before the Court a comprehensive valuation report, failing which the Court would proceed with the valuation report as submitted by the ex-management. 16. In this matter, vide order dated 27th July, 2005 in CP No.191/1997, a sum of Rs. 12,38,680/- was directed to be deposited in FDR by M/s Navjeevan Builders Pvt. Ltd. The said amount was deposited with the worthy Registrar General. However, the said amount has not been kept in an FDR. It is only in June, 2023, the same is stated to have been converted in FDR. Thus, interest for the peri ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 54 Cr. @DSV= Rs. 243.53 Cr. Total payable to OL Rs. 32.423025 Cr. (Share excluding properties at Sr. No.1-Nawab Kallan & Sr. No. 3- Beed Papad) 10. The OL is present in person. Ms. Sindhwani has made her submissions. According to the OL, the share of CRB Group in Tala Land, R.S.E.B. Land and Gulab Bagh Land should be a sum of Rs. 32.42 crores. This excludes the Nawab Kalan and Beed Papad projects, which, as per the OL, have been encroached upon by the Waqf Board and acquired by the Forest Department, respectively. 11. Mr. Alok Sharma, ld. Sr. Counsel has made further submissions on the ground that the OL's valuation is still inflated. He submits that the OL's ITCOT valuation is still based on the presumption that the R.S.E.B property is commercial in nature, whereas the same has been approved for residential purposes. 12. The law is well-settled by the Supreme Court in Navlakha & Sons v. Sri Ramanya Das & Others, (1969) 3 SCC 537, that the Company Court is the custodian of the interests of the company and its creditors, and the sanction of the Court required under the Companies Act, 1956 has to be exercised with judicial discretion with regard being had to the interests of the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... . iv) Rs. 6,25,00,000/- by 15th August, 2024. 17. Let the amount of Rs. 25 crores be credited to CRB Corporation and CRB Capital Markets in the ratio of their contributions and be maintained by the OL. Upon the payment of the entire sum of Rs. 25 crores, the lands of the following projects being RSEB Land, Gulab Bagh Land and Tala Land shall stand released in favour of the respective Applicant-Companies. 18. The said Companies are free to deal with the said lands at the three locations, after depositing the sum as directed above with the OL. 19. Credit for a sum of Rs.47 lakhs is also being claimed by the Applicants as recorded in the previous order dated 17th October, 2023. The relevant extract is set out below: "14. The Court has, after considering the matter, based on the valuation reports placed on record, has arrived at an amount of Rs.22. 75 crores as the amount to be payable to the OL. As per ld. Counsel for M/s. MSK, certain payments made to the tune of Rs. 47 lakhs ought to be given credit for and the remaining may be directed to be deposited. On the other hand, OL's counsel prays that the OL may be permitted to do an independent valuation of these lands s ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... petition (C.P.No. 191/1997) in accordance with law. We make it clear that there is no bar on CRB Capital propounding another scheme during the pendency of the said winding-up petition or even thereafter, in case winding-up is ordered. However, only such a scheme may be propounded, which does not contravene any of the statutory provisions contained in the Companies Act, the RBI Act, the SEBI Act or the Income Tax Act or any other statutory provision and which is in public interest and not opposed to public policy". Since the matter has been remitted to the learned Company Judge and there is no bar to the petitioner propounding a scheme in accordance with law, we do not find any ground to interfere with the impugned order. It is open to the Company Judge to go into all contentions raised by the parties independently. However, directions in the interim order of the Division Bench dated 15th December, 2010 shall remain operative by the payments will be subject to further order of the Company Judge. The disbursements will not imply that the scheme which has been set aside stands revived. The order of the Division Bench does not debar the scheme which has been set aside by the Division ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... low statement has also been given. Details of fixed assets, shares and securities, the list of unsecured creditors, bond holders, etc., have all been provided in the form of a full set of documents. Copies of the said documents have been served upon the OL. The OL may verify the same and file a response/report by the next date of hearing. Co. Appl. 1709/2016 30. The prayer in the application i.e., Co. Appl. 1709/2016 is for directing the Disbursement Committee to recommence disbursements to the depositors and bond holders, in terms of order of the ld. Division Bench dated 15th December, 2010 and order dated 19th April, 2016 passed by the Supreme Court. 31. Vide order dated 15th December, 2010 passed by the ld. Division Bench in RBI v. CRB Capital Markets Ltd. [Co. App. 8/2006], the ld. Division Bench noted that there were a large number of depositors (unsecured creditors), who had made deposits with CRB Capital Markets Ltd. The details of the said depositors as captured in paragraph 39 of the order dated 15th December, 2010 are as under: 32. Vide the said order passed on 15th December 2010, the Court constituted a Committee called the 'Disbursement Committee' and passed the fol ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... by M/s Anil Sharma & Co. is effected in newspapers in the English language and in vernacular all editions of the Indian Express: Economic Times; Navbharat Times, New Delhi: Sandesh (Gujarat); Rajasthan Patrika, the Hindu and the Telegraph (viii) The claimants shall be informed by individual notices against recorded delivery. (ix) The public notices of the constitution of the present Committee and the directions for disbursement of the amounts made by us today as well as the place and schedule of the commencement of the proceedings of the said Disbursement Committee shall also be issued in all newspapers mentioned above. (x). All public notices shall also be posted on the website of this court as well as on the website of the Official Liquidator (xi) The notice(s) at sl.no. (vii) & (ix) may be combined. Draft notices shall be prepared by the Dy. Official Liquidator concerned which shall be approved by the Committee before publication. (xii) The Committee shall open a separate account in the name of CRB Capital Markets Ltd. (Disbursement Account) which shall be managed under the signatures of Chairman and Mr. P.K. Sharma, member of the Committee. (xiii) The Committee sha ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... r Block-II, Delhi High Court, Mobile No. 9810001790); (ii) Mr. P.K. Sharma, Retd. Joint Registrar, 240, Lawyers Chamber, Delhi High Court, Mobile No. 9810772846); and (iii) Representative of M/s A. Sharma & Co.. Chartered Accountant Members to be paid 40,000/-each per month (c) Mr. C.R. Bhansali. Chairperson shall be entitled to claim either actual expenses of travelling or a lump sum of 20,000/- per month, whichever is higher. (d) Sh. Riasuddin, Dy Official Liquidator shall be entitled to conveyance charges of 15,000/- per month, (e) Staff member from the office of the Official Liquidator who may be required for transportation of records shall be paid at the rate of 250/- per visit." 33. In terms of the above order, the Disbursement Committee consisted of the following members: i. Mr. S. K. Tandon Chairman ii. Mr. Mamta Mehra, Advocate Member iii. Mr. P.K. Sharma, Advocate (Retd. Joint Registrar) Member iv. Mr. Anil Sharma from M/s. A. Sharma & Co., Member Chartered Accountants v. Mr. C.R. Bhansali, Chairperson, CRB Capital Member Markets Ltd. Member vi. Mr. Raisuddin, Dy. O.L. Member vii. Authorized representative from RBI Member The Committe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... alia, are as follows: C Claims rejected Total Claims (i) As per tracking report Delivered but no reply received 11312 (ii) Envelope returned with following comments Not known 762 Not found 90 Income address 661 Left without address 3905 Deceased 421 Refused 24 No such person resides at given address 799 Address absent - intimation served 2 Not at given address 14 Door locked 89 Unclaimed 710 Duplicate 1826 Death case 1 Incomplete address 35 Other companion claims 250 FDR not issued 50 (iii) Communication could not be made as no proof address 119 Total 21070 37. The ld. Division Bench had directed payments to be made by RTGS but from the above it appears that a substantial number of depositors could not even be contacted due to lack of particulars. Thus, even notices to these depositors appear to have not been served due to proper addresses and other verified details. 38. Ld. Counsel for the Disbursement Committee states that the amount lying wi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of the Committee is revised to Rs. 70,000/- per month, excluding out of pocket expenses. All expenses, including out of pocket expenses, would be provided from the amounts lying with the Committee, as shown above. The Committee shall file a report in relation to the expenses incurred with the Court, every month. 44. The Office of the Official Liquidator shall provide all necessary assistance to the Disbursement Committee for its functioning. The Chartered Accountant who is stated to be fully aware of the proceedings of the Disbursement Committee shall effectively assist the newly constituted Disbursement Committee & cooperate in giving effect to the orders passed herein. It shall be open for any Authorised Representative from the Reserve Bank of India to join the proceedings of the Disbursement Committee. Requisite intimation in this behalf may be sent by the Reserve Bank of India to the Chairman of the Committee within two weeks from receipt of this order. 45. The Disbursement Committee shall continue functioning from the office of the company located at '13, Panchkuian Road, New Delhi', where the records of the company have also been preserved, from where the earlier Disburseme ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e Committee is also empowered to set down the procedure of the Committee to ensure that disbursement of the amounts in respect of the 1,719 claimants is effected to the rightful claimants in terms of the above directions. Payments to the claimants shall be effected by the RTGS mode. Any changes to the disbursement procedures or policies, as necessitated by operational requirements or further Court orders, shall be promptly communicated to all claimants through public notices, individual notices, and updates on the Court's and Official Liquidator's websites. (xii) The Committee is entitled to incur such reasonable expenditure as is necessary in order to ensure compliance with the directions of this Court from the funds of the Company. Accounts in this regard shall be maintained and placed before the Company Judge from time to time by way of a report. (xiii) If any further directions are necessary for the effective discharge of the Committee's duties, the Committee may inform either the Company and/or the Official Liquidator, who shall then move an appropriate application before the Company Judge. (xiv) In case the Official Liquidator or the Company receives any other or furthe ..... X X X X Extracts X X X X X X X X Extracts X X X X
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