IFCI LIMITED Vs. PUNJAB WIRELESS SYSTEMS LIMITED

JUDGEMENT

(1.) Leave granted.

(2.) Heard counsel on either side.

(3.) This appeal is directed against the final order passed by the Division Bench of the High Court of Punjab and Haryana in a company appeal preferred against the order passed by the Company Judge in Company Petition No. 202 of 2001 filed by the appellant IFCI, who was the petitioner before the High Court. The first respondent herein, namely, Punjab Wireless Systems Limited (PUNWIRE) owned 51 per cent shares in another company called M/s Procall Limited. The appellant had advanced a sum of Rs. 5 crores to M/s Procall Limited by way of loan and was entitled to receive the said amount of Rs. 5 crores with interest thereon. The said M/s Procall Limited was sought to be taken over by M/s AGRANI Wireless Services Limited (for short AGRANI), the third respondent herein. The second respondent, M/s Motorola Inc. was also owning 49 per cent of shares in the company called M/s Procall Limited. AGRANI wanted to purchase the entire shareholding of M/s Procall Limited. There was an agreement between the appellant, M/s Procall Limited and M/s Motorola Inc. As per the agreement, AGRANI agreed to pay Rs. 2.5 crores plus accrued interest to the appellant herein in discharge of the liability under the loan agreement between the appellant and M/s Procall Limited. Similarly, Motorola Inc. also agreed to pay another Rs. 2.5 crores with accrued interest to the appellant. The purchaser, AGRANI offered a sum of Rs 78,26,011 to PUNWIRE towards acquisition of the 51 per cent shareholding of the latter. In the meantime, PUNWIRE went into liquidation and winding-up proceedings were initiated before the Company Judge of the High Court of Punjab and Haryana in H.S. Oberoi and Associates v. Punjab Wireless Systems Ltd., Company Petition No. 226 of 1999 and an Official Liquidator was appointed. The assets of PUNWIRE were taken over by the Official Liquidator.