MAHARAJ KISHAN Vs. OFFICIAL LIQUIDATOR, GOLCHA PROPERTIES

JUDGEMENT

(1.) An application under s. 391 of the Companies Act, 1956, for sanction of a proposed scheme arrangements was filed in this Court by Shri Mehtab Chand Golcha and Shri S.P. Sharma, holding power of attorney for Smt. Jatan Kanwar Golcha, Ex-Directors of Golcha Properties (P) Ltd. in liquidation, hereinafter refereed to as the Company. By way of the proposed scheme, the aforesaid Ex-Directors of the said Company in liquidation wanted to settle the dispute with the creditors of the Company without going into any arbitration for the purpose. The salient terms of the scheme are reproduced below:-

(2.) No controversy was raised to this proposed scheme on arrangements by L.R. Mehta, counsel for the Company Law board, S.C. Bhandari, counsel for IT Department and Shri K.C. Samdaria, counsel for M/s. Kanhaiyalal Bhawani Shanker creditors. Notice of the proposed scheme was given to the Central Government but no objection has been made to the scheme by it. The Official Liquidator, to whom also a notice of this proposed scheme was given, has filed a written reply that he has no objection in principle to the provisions of the new scheme, subject to the following three conditions:-

(3.) M.M. Singhvi, Chairman of the meeting of the creditors, submitted his report under r. 78 of the companies (Court) Rules, 1959, on 22nd March, 1975. C.K. Garg, appearing on behalf of the aforesaid Ex-Directors filed an application under s. 151, C.P.C. for introducing a change in the modified scheme. It was stated in the application subsequent to the passing of the scheme by the creditors in the meeting held on 16th March, 1975, the Official Liquidator has made a payment of Rs. 29 lacs to the IT Department towards post liquidated payments. It was, therefore, prayed that in the said modified scheme the figures of Rs. 21 lacs may be substituted for the figures of Rs. 50 lacs in sub-cl. (c) of cl. 1 thereof. Notice of this application was given to the opposite parties. The Official Liquidator also filed a petition under the r. 79 of the companies (Court) Rules, 1959, for confirmation of the modified scheme unanimously adopted in the meeting. It was prayed by the Official Liquidator in his application under r. 79 that the scheme of arrangements may be sanctioned by the Court after fixing a time limit for the Ex-Directors to bring sufficient funds for discharging the dues mentioned in the scheme or to pass such other order as the Court may deem fit. Hence, a date i.e. 5th May, 1975 was fixed for the hearing of the petition. Notice of the aforesaid date of hearing was advertised in the Rajasthan Raj Patra dated 24th April, 1975, Times of India dated 12th April, 1975 and Rajasthan Patrika dated 15th April, 1975. On 5th May, 1975, the hearing of the petition was adjourned to 14th July, 1975. On 14th July, 1975 the Official Liquidator put in his affidavit in support of the application that the notices have been duly advertised in the aforesaid newspapers. S.C. Bhandari, appearing on behalf of the IT Department filed a written reply to the application filed by C.K. Garg for making alteration in the scheme. The other non-petitioners did not file any reply. The cases was fixed for hearing on 4th Aug., 75. Thereafter arguments were heard on the amendment application and the scheme on 21st Sept., 1975.