PAVLOVA ESTATES PRIVATE LIMITED Vs. MSTC LIMITED

JUDGEMENT

(1.) THE reliefs sought in these two Company Applications are identical. The applicant claims to be the purchaser of commercial office premises being office unit No. 105, Free Press House, 10th floor, Free Press Journal, Nariman Point, Bombay 400 021 and the attendant car parking space ("the Free Press House premises"). It seeks a declaration that it is the bona fide purchaser of these premises; that its transactions relating to these premises are valid and that the Official Liquidator of Shri Ishar Alloy Steels Limited ("the company in liquidation"; "the Company"; "Shri Ishar Alloys") has no claim whatsoever in respect of those premises.

(2.) THE facts of these two applications are illustrative, among other things, of the sometimes catastrophic consequences of the delays in the judicial system and the effect these delays can have on unsuspecting third parties. The circumstances in which these companies were ordered to be wound up are also most peculiar.

(3.) THE applicants, Pavlova Estates Private Limited ("Pavlova") identified the Free Press House Premises, and the attendant car parking space, as suitable for their needs. At the relevant time, i.e., in 2005, these apparently were owned by Neco Tech Auto Components Limited ("Neco Tech"). Pavlova learnt that Neco Tech had purchased the Free Press House Premises from Shri Ishar Alloys under a Deed of Transfer dated 25th November 2001. On 2nd November 2005, Advocates for Pavlova issued a public notice in the Economic Times and in the Maharashtra Times setting out that Pavlova was interesting in purchasing these premises free of any encumbrances and inviting all persons with claims to make these claims known within 15 days. A search report of 8th November 2005 in respect of Neco Tech showed that there were no encumbrances in respect of these Free Press House Premises. On 16th December 2005, Neco Tech and Pavlova executed a Sale Deed for a consideration of 3,43,08,000/ -. This Sale Deed is registered. On 16th December 2005, Pavlova mortgaged the Free Press House Premises to Kotak Mahindra Bank Limited. A few days later, Form Nos. 8 and 13, as required by Sections 125, 127 and 135 of the Companies Act were filed in relation to this charge.