LAWS(DLH)-2018-5-417

VIPIN MALIK Vs. ENPRO INDIA LIMITED

Decided On May 22, 2018
VIPIN MALIK Appellant
V/S
ENPRO INDIA LIMITED Respondents

JUDGEMENT

(1.) By this suit the plaintiff Sh. Vipin Malik, proprietor of V. Malik & Associates, seeks a money decree against the defendant company M/s Enpro India Limited for a sum of Rs.12,76,81,450.70/- along with pendente lite and future interest at 24% per annum. The cause of action as pleaded in the suit for entitlement of the plaintiff to the money decree is that the plaintiff had performed his obligations under the Agreement dated 22.8.1994 entered into between the parties, and hence in terms of the Agreement the professional fees stated thereunder became due and payable to the plaintiff.

(2.) The facts of the case as pleaded by the plaintiff are that in the year 1994 Government of India had announced its policy of liberalization and economic reforms by opening of Indian Market in various fields to Multi National Companies and one such field was of telecommunications comprising inter-alia of cellular phones. As a result of this government policy the plaintiff pleads that various Indian business houses, including the defendant, wanted to tie up with foreign parties for entering into the field of telecommunications and by entering into business contracts. It is further pleaded in the plaint that on 22.8.1994 an Agreement/MoU dated 22.8.1994 was entered into between the plaintiff and the defendant which required the plaintiff, inter-alia, to identify and shortlist foreign investors companies and thereafter introduced such foreign investors companies to the defendant. When the contracts were to be entered into between foreign investors companies and the defendant, then, the plaintiff was to be part of the process of drafting and vetting of the agreement and also ultimately of signing of the same. The respective rights and obligations between the parties are stated in this Agreement dated 22.8.1994, and which will be referred to in detail hereinafter. The plaintiff claims that since the plaintiff had performed its obligations under the Agreement dated 22.8.1994, therefore the plaintiff became entitled to the professional fees payable to him as stated in this Agreement dated 22.8.1994. Plaintiff pleads that plaintiff identified and introduced various foreign investors companies for the joint venture company to be incorporated and a joint venture agreement to be signed, and three such companies were M/s US Telecom East, Inc, M/s. Fidelity Communications International, Inc. and M/s. Compagnie Internationale Pour Le Radiotelephone SA. Between these three companies and the defendant company a Joint Venture Agreement dated 5.5.1995 was entered into envisaging essentially the investment by these three companies in a special purpose vehicle company and for such company thereafter to bid for the tender and be successful in obtaining a contract for providing cellular services in selected circles as designated by the Department of Telecommunications. As a result of the Joint Venture Agreement dated 5.5.1995 entered into between the parties, the aforesaid three foreign companies were to invest in a special purpose vehicle company called as M/s Protel India Private Limited. In the plaint there is also reference to certain understanding of the plaintiff with the another group company of the defendant company namely M/s Hindustan Times Limited, with both the defendant company and M/s Hindustan Times Limited being part of K.K. Birla Group of Companies, but this Court notes that it is not concerned with the various other facts which are stated in the plaint inasmuch as the issue between the parties is circumscribed for decision in terms of the Agreement dated 22.8.1994 entered into between them. The basic aspect which is stated in the plaint is that though the foreign investors companies committed a total paid up capital of Rs. 320 crores and that the three foreign investors companies were committed to bringing in 49% of the total equity of Rs. 320 crores amounting to Rs.156.80 crores. The case in the plaint is that in view of this amount of commitment of foreign investment companies being fixed at Rs.320 crores, therefore the plaintiff became entitled to the professional fees as a percentage of this amount of Rs.320 crores in view of Clauses 4(A) to 4(C) of the Agreement dated 22.8.1994.

(3.) Plaintiff pleads that he along with his letter dated 05.10.1995 raised on the defendant a bill no.1053 dated 05.10.1995 for US$ 2,030,000 towards his professional charges, but the defendant denied the claim by sending a frivolous reply dated 28.10.1995. Therefore, the subject suit for recovery has been filed by the plaintiff. The amount which is claimed by the plaintiff in the suit is particularized as per para 34 of the plaint and which para 34 reads as under:-