LexFCS SOFTWARE SOLUTIONS LTD. versus LA MEDICAL DEVICES LTD. & ORS.
Open in Lexace · Ask the AI about this caseJudgment (excerpt)
[2008] 10 S.C.R. 479 \ .... .,, FCS SOFTWARE SOLUTIONS LTD. A v. LA MEDICAL DEVICES LTD. & ORS. (Civil Appeal No. 4271 of 2008) A, JULY 9, 2008 B [C.K. THAKKER AND D.K. JAIN, JJ.] Company law: Liquidation - Sale of properties of liquidated company - Tender notice - Bid of appellant of Rs. 1. 47 crores was high- c est and accepted - Meanwhile bids received of higher amounts - On application by other bidders, Company Judge ordered re-sale of properties fixing reserve price at Rs. 2. 10 crores - • Opportunity given to appellant to raise its bid - Appellant ada- mant in getting property for Rs. 1.47 crores - Acceptance of D bid of respondent no. 3 for Rs. 3. 5 crores - Challenge against - Held: The earlier tender notice did not state valuation of movable and immovable property, the reserve price was not fixed therein, and inventory of plant and machinery was not made available - On consideration of these facts, Company E Judge ordered fresh auction - There is no illegality in the said order - The approach of the Company Judge in such cases is to get highest price so as to satisfy maximum claims against the Company in liquidation - However since appellant had " deposited the amount immediately when his offer was ac- F cepted, in the interest of justice, respondent No. 3 is directed to pay Rs.30 lacs to the appellant which would serve as a solatium. Respondent No.1-company went into liquidation and proceedings were initiated for sale of its properties. Pur- G suant thereto, notice was issued by Company Court in- viting tenders. Twelve bids were received out of which bid of the appellant for Rs.1.47 crores was the highest. Appellant wrote a letter to the Official Liquidator request- 479 H ~ ~ 480 SUPREME COURT REPORTS [2008) 10 S.C.R. f ~ A ing him to issue letter of acceptance of the offer of the appellant and give possession of the Unit for commence- ment of production. However,. no reply was received. Thereafter appellant wrote a letter to the Company JL:Jdge complaining that though it was the duty of the Official Liq- B uidator to accept the highest offer submitted by the ap- t pellant, no action had been taken by the Official Liquida- tor and there was delay in the process of finalization of acceptance of bid. On February 15, 2005, the Official Liq- ~ uidator accepted the bid of the appellant for Rs. 1.47 c crores and also instructed the appellant t() deposit 25% of the bid amount within fifteen days. The appellant, de- posited the said amount on the same day, i.e. February 15, 2005. The Official Liquidator conveyed the appellant by his D letter dated April 4, 2005 that an order was passed by the • Company Judge in favour of the appellant and asked the appellant to deposit the rest of the amount immediately. The appellant deposited the remaining amount on April 12, 2005. By a communication dated April 21, 2005, the E Official Liquidator informed the appellant that possession of the property would be handed over to the appellant on May 6, 2005. On May 6, 2005, though the officers of the appellant F wa'ited at the site for getting possession of the property, fl neither the Official Liquidator nor his representative turned up to hand over possession of the property. The appellant-Company, hence, sent a telegraphic notice to the Official Liquidator and requested him to immediately comply with the order of the Company Judge. Instead of G complying with the order of the Court and handing over possession of the property, the Official Liquidator sent a __..:---'-- letter purported to have been written on May 5, 2005, stat- ing that possession would not be given to the appellant 'on May 06, 2005 as higher bid of Rs.1.55 crores was re- H ceived and order for handing over possession to the ap- ( FCS SOFTWARE SOLUTIONS LTD. v. LA MEDICAL 481 DEVICES LTD. & ORS . ..... \ pellant had been stayed by the Court. The appellant found A that it was at the instance of the Official Liquidator him- self that Company Application before the Company Judge was moved for staying the delivery of possession of prop- erty to the appellant. The appellant filed Company Application stating that B it had paid full amount, sale was confirmed and in spite of the order by the Company Judge, possession had not been handed over to the appellant. A prayer was made to direct Official Liquidator to hand over possession of prop- erty to the appellant. Meanwhile other offers w
Excerpt shown. Read the full judgment & AI analysis in Lexace.