RAJ ENTERPRISES Vs. SUL INDIA LIMITED

JUDGEMENT

(1.) THIS is an appeal under Section 483 of the Companies Act, 1956 against the order of the learned Single Judge dated 13. 2. 2004 in Company Petition No. 3/2001.

(2.) THE facts briefly are that M/s. Sul India Ltd. (hereinafter referred to as 'the company in liquidation') was ordered to be wound up by the learned Company Judge pursuant to the opinion of Board for Industrial and Financial Restriction. The Official Liquidator thereafter took custody of the assets of the company in liquidation and with the sanction of the learned Company Judge, published a notice inviting tenders for sale of land, building, plant, machinery and fixtures of the company in liquidation. In response to the said notice, the appellant and others submitted tenders and, ultimately, the bid of the appellant was accepted and the sale of the aforesaid property was confirmed in favour of the appellant. The appellant also deposited the entire sale price of Rs. 2,66,00,000/- with the Official Liquidator and possession of the said properties were also given to the appellant by the Official Liquidator. The appellant then filed an application LA. No. 4263/03 before the learned Company Judge praying that sale-deed in respect of the aforesaid properties belonging to the company in liquidation be executed in favour of M/s. Ruchi Soya Industries Ltd. , but by the impugned order dated 13. 2. 2004, the learned Company Judge dismissed the said application.

(3.) MR. Satish Bagadia, learned Counsel for the appellant submitted that learned Single Judge has taken a view in the impugned order that since there was no condition in the notice inviting tenders and other tender papers that the successful tenderer will have the right to have the sale deed executed in favour of its nominee, the appellant at this stage had no right to ask for deviation from the terms and conditions. He submitted that neither the notice of sale nor the terms and conditions of the tender, copies of which have been filed before the Court provide that the sale deed would be executed only in favour of successful tenderer and not in favour of his nominee. He further submitted that the second reason given by the learned Company Judge for not allowing the sale deed to be executed in favour of the nominee of the appellant is that, had the sale deed been executed in favour of the appellant on payment of requisite stamp, the appellant would have executed another sale deed in favour of his nominee on payment of requisite stamp but if the sale deed is executed in favour of the nominee of the appellant, the State will suffer loss of stamp duly and this cannot be permitted by the Court.