RELIANCE INDUSTRIES LTD Vs. STATE OF GUJARAT

JUDGEMENT

(1.) The petitioner company has preferred this petition seeking relief to issue appropriate writ for direction to the respondent authority to refund the amount of Rs.1,87,50,000/together with the interest accrued thereon on the date of payment till realization.

(2.) The short facts of the case are that the General Board of the shareholders of the petitioner company, vide resolutions dated 27th September, 2001 and 30th January, 2002, had decided to issue nonconvertible and noncumulative, unsecured, taxable, redeemable bonds of "S" Series of the face value of Rs.10 lac each, aggregating to Rs.125 crore and of the same type of bonds of "T" Series aggregating to Rs.125 crore, save and except that there was change in the interest for "S" Series at 9.90% p.a., whereas in "T" Series, it was 9.60% p.a. Based on the resolutions of the shareholders, the Board of Directors also accordingly resolved. Ultimately, vide Resolution dated 25.6.2002, copy whereof is produced at AnnexureA, such bonds by private placement were issued. The issue was opened on 25.6.2002 and closed on the same day. As per the document at AnnexureA (internal page 12), the offer was subscribed and a sum of Rs.125 crore was retained by the company. The deemed date of allotment was fixed as "25.6.2006". The listing was fixed in wholesale debts market of segment of National Stock Exchange, Mumbai.

(3.) The letter of allotment was issued on 25.6.2002 for issuance of such unsecured debentures and copy of the said letter is produced at AnnexureC. However, in the said letter of allotment the deemed date of allotment of debenture was mentioned as 25.6.2002. Thereafter similarly 'T' Series debentures as referred to hereinabove were also allotted. On 12.7.2002 above referred 'T' Series debentures were also allotted by undertaking the same procedure. On 8.7.2002 as well as on 22.7.2002 the stamp duties were paid of Rs.93,75,000/and Rs.93,75,000/for issuance of unsecured debentures of 'S' Series and 'T' Series, but the case of the petitioner is that it was under bonafide mistake. On 16.8.2002 the petitioner addressed a letter to the Superintendent of Stamp stating that the payment has been made through oversight and therefore, the said amount be refunded. It further appears that thereafter on 7.9.2002 resolution was passed in the Finance Committee of the Board of the petitioner Company that the bond issued be secured by creating an English mortgage under the Registered Debenture Trust Deed in favour of UTI Bank Ltd., Mumbai as trustees of the bond holder. On 24.9.2002 as per the petitioner the mortgage deed for securing the debenture was executed. The stamp duty of Rs.2,50,000/was paid on 24.9.2002 by affixing the stamp. Subsequently vide letter dated 17.1.2003 the petitioner was called upon to pay deficit stamp duty of Rs.20,000/plus the penalty of Rs.500/of the said deed dated 24.9.2002 which as per the petitioner is paid on 18.1.2003. Thereafter also, as no refund was made of the amount of Rs.1,87,50,000/hence the present petition before this Court.