MOTIWALA PROPERTIES AND INVESTMENT CO. A REGISTERED PARTNERSHIP FIRM, REPRESENTED BY MR. ABDUS SAMAD MOUWALA, PARTNER AND AUTHORISED SIGNATORY Vs. INDIAN INSTITUTE OF HARDWARE TECHNOLOGY LTD., A COMPANY REGISTERED UNDER THE COMPANIES ACT, 1956@R

JUDGEMENT

(1.) THIS petition is filed under Section 433(e) and (f) of the Companies Act, 1956 seeking for winding up of the Respondent company interalia contending that a sum of Rs. 25,17, 030/ - was due and payable by Respondent as shown in Annexure -N and Respondent has failed neglected to pay the said admitted debt to the Petitioner.

(2.) AFTER service of notice, Respondent appeared and at request of Respondent, matter was adjourned from time to time for filing of statement of objections. On 05.08.2011 learned advocates appearing for both the parties submitted that matter has been settled and to report settlement, matter has been adjourned to today. Today the parties have filed a compromise petition whereunder terms are settled between the parties as enumerated in Clause 2(a) to (g) of the compromise petition. Same reads as under: (a) The Respondent, IIHT, will vacate the Premises and hand over vacant and peaceful possession thereof to the Petitioner, Motiwala Properties together with furniture, fixtures and fittings on or before 10th September, 2011, and the Leave and Licence Agreement dated 29th April 2008 shall stand terminated with effect from 10th September, 2011. Motiwala Properties shall be entitled to retain, as the absolute owner, the partitions, networking (LAN) cables, workstations (cubicles), false ceiling, electrical fittings, tables and 23 split air conditioners and 1 window air conditioner, 6 chairs and such other furniture, fixtures and fittings which are in the premises on the date of this Petition, which the Respondent will leave in the premises on the date on which possession is handed over. IIHT will not be entitled to make any claims in respect of the same. The Petitioner and Respondent have jointly inspected the premises on the date of this Petition and have taken photographs to record the state of the furniture, fixtures and fittings and the Respondent shall ensure that they are left behind in the same state; (b) At the time of handing over the possession of the premises (on or before 10th September 2011), the Respondent, shall pay to the Petitioner the sum of Rs. 5,00,000 by way of Demand Draft. (c) In addition, the Petitioner shall retain the entire security deposit of Rs. 21,00,000, which is already available with the Petitioner under the Leave and Licence Agreement and the Petitioner shall be entitled to appropriate this sum towards satisfaction of the admitted debt. (d) The Respondent also undertakes to clear. all electricity Dills and other bills and charges in relation to the premises and furnish proof to the Petitioner that as on the date of handing over possession there are no such amounts outstanding towards any third parties in relation to the premises. The Respondent also agrees to indemnify the Petitioner against airy such claims, including any service tax liability that may arise in relation to payments already made by the Respondent, and undertakes to make full payment towards any such balance claims as may arise, within one week of the intimation of these claims by the Petitioner. The Respondent also undertakes to provide within 90 days of; handing over possession, TDS certificates for all taxes deducted at source. (e) Upon payment of the sum of Rs. 5,00,000 mentioned above, the appropriation of the security deposit and the full payment of the electricity and other dues, the Respondent's debt to the Petitioner shall stand fully satisfied, and this Petition may accordingly be disposed of. (f) In the event that the Respondent commits a breach of these terms, it is hereby agreed that the entire amount of Rs. 46,95,951, in addition to licence fees, maintenance charges, and other amounts that will have accrued in the meanwhile shall immediately become due and payable. In such an event, the additional licence fees from the date of this Petition onwards shall be calculated at the rate of Rs. 20,000 per day, which is the current market rate. The Respondent acknowledges that the timelines stipulated herein are essential and are of the utmost importance, and that: any delay in fully complying with the terms within the stipulated timelines would amount to a breach of these terms. (g) It is furl her agreed that in the even of a breach of these terms by the Respondent the Company Petition No. 44 of 2011 shall stand reinstated and admitted by virtue of the Respondent Company's admitted inability to pay its admitted debts.