TERAI TEA COMPANY LIMITED Vs. NATHMAL KEDIA

JUDGEMENT

(1.) This is a plaintiff's appeal against the judgement and order dated October 6, 2010 dismissing its application for interim reliefs and also vacating all interim orders, if any.

(2.) In connection with a suit for specific performance the plaintiff had filed an application for injunction before the learned Trial Judge. The case of the plaintiff/ petitioner inter alia was that the respondent no. 3 herein was the owner of a tea estate of which before August, 2009 the proforma respondent no. 4 along with others held 98 per cent share capital. In August, 2009 the respondents nos. 1 and 2 acquired those shares of the respondent no. 3 company and were thus in a position to control and manage the said company. On a representation being made by the respondents nos. 1 and 2 to the plaintiff/ appellant company the latter had become interested to purchase the said shares of the respondent no. 3 and held final negotiations with them on February 17, 2010 when according to the petitioner it was ultimately inter alia agreed that the respondents nos. 1 and 2 would transfer and sell those shares of the respondent no. 3 to the plaintiff/ appellant at a total consideration of Rs. 4.11 crores out of which Rs. 67 lacs would be treated as the consideration for transfer of those shares and the balance amount would be utilized for liquidating the entire unsecured loans of the respondents nos. 1 and 2. In terms of the said agreement the plaintiff/ appellants had prepared four pay orders for an aggregate sum of Rs. 4.11 crores in favour of the respondent no. 3.

(3.) Subsequently further meetings were held between the representatives of the plaintiff/ appellant and the respondents nos. 1 and 2 at the office of the solicitor of those respondents wherein the learned Advocate for the appellant was also present. At the said meeting on behalf of the plaintiff/ appellant those pay orders were produced and the respondent no. 2 herein was requested to make over the share scripts along with duly executed valid transfer deeds.