RAKESH BHATIA Vs. PARMOD SHARMA

JUDGEMENT

(1.) THE applications of the plaintiffs for interim relief and for amendment of the plaint and of the application for interim relief are for consideration.

(2.) THE nine plaintiffs instituted this suit against nine defendants for the relief of permanent injunction. It is inter-alia the case in the plaint that the plaintiffs No. 6and7 companies namely M/s BGIL Films and Technologies Ltd. and M/s Bhartiya Global Infomedia Ltd. respectively are inter-alia engaged in the business of film production; that the other plaintiffs hold shares of the said companies; that the defendants No. 1,2and9 are related to each other and/or are in control of the defendants No. 3 to 8 companies; that the plaintiff No. 1 and the defendant No. 1 have been friends for long and the defendant no. 1 has been financing the businesses of the plaintiff No. 1 from time to time; that the plaintiff No. 1 in September, 2007 was under tremendous financial pressure and in need of funds and approached the defendants No. 1and2 in first week of October, 2007 for financial assistance to the tune of Rs. 1 crore for a period of one year; that the defendant No. 1 expressed inability to advance any money himself but agreed to arrange for the same from his associates; that the defendants No. 1 and2 subsequently informed the plaintiff No. 1 that the requisite loan could be arranged in two installments and subject to pledge of shares of the plaintiff No. 6 company which are listed with the Bombay Stock Exchange as security against loan; that the plaintiff No. 1 being in urgent need of monies, agreed to the said suggestion; however, the defendant No. 2 subsequently informed that the shares to be so delivered/pledged of the plaintiff No. 6 company should be of the value of four times the value of the loan to take care of the eventuality of fall in shares prices; that after negotiations, it was agreed that 15. 4 lacs shares of the plaintiff No. 6 company which were stated to be then trading at Rs. 18. 70 per share would be transferred to the defendants to be retained by the defendants as security against loan for a sum of Rs. 1 crore.

(3.) IT is the case in the plaint that the plaintiffs against release of sum of Rs. 37. 50 lacs out of loan of Rs. 1 crore, transferred 2,95,100 shares in Demat form and 2,14,900 shares in physical form of the plaintiff No. 6 company. A writing dated 8th October, 2007 is stated to have been executed. It is further the case in the plaint that in compliance with the statutory duty, disclosure letter dated 12th october, 2007 was sent to the Bombay Stock Exchange disclosing that certain shares had been delivered as security against loan, under Regulation 13 (6) of SEBI (Prohibition of Insider Trading)Regulation 1992. Disclosure under Regulation 7 (3) of the SEBI (SAST) Regulation 1997 is also stated to have been made to the bombay Stock Exchange. It is further the case in the plaint that though the balance loan amount was to be released on 25th October, 2007 but the defendant No. 1 expressed inability and a sum of rs. 37. 50 lacs only was released against 10,37,934 shares as security on 25th October, 2007. The balance Rs. 25 lac was agreed to be released by the defendant by 15th November, 2007. It is the case in the plaint that the approximate value of the 15. 4 shares was rs. 3,20,00,000/ -. The defendant No. 2 is also stated to have issued a letter cum receipt dated 25th October, 2007 affirming that the shares had been transferred against loan of Rs. 1 crore. The plaintiffs claim to have again sent disclosure letters to the Bombay Stock Exchange on 25th and 29th October, 2007.