Basant Kumar Goyal & Ors vs Mentor Home Loans India Ltd & Ors

I. It is directed that Respondent No.1 i.e. Mr Basant Kumar Goyal, for himself and other members of his group, shall open a fixed deposit account of Rs.5 crores for a period of 6 months, extendable quarterly, and lien shall be marked thereon for encashment only upon orders of the Tribunal, receipt whereof shall be furnished to the Deputy Registrar of the NCLT to be kept in custody.

II. It is directed that the Escrow account of shares under control of the Escrow Agents, i.e. Mr. Suresh Sharma and Mr. Sudhir Bhansali, shall remain frozen till further orders of the Tribunal and the said Escrow Agents are directed to inform the depository participant accordingly.

III. Upon opening of the aforesaid fixed deposit account, the PKG Group may apply to the Tribunal for further orders.”

Admit.

In the present appeal the appellant has also filed an Interlocutory application vide I.A. No. 3514 of 2022 for interim stay of impugned order dated 01.06.2022. Ld. Counsel for the appellant has drawn our attention to an order dated 06.04.2022 passed by National Company Law Tribunal (herein after referred to as ‘NCLT’) Jaipur Bench whereby, the Ld. NCLT had fixed both the Company Petitions i.e. CP No. 156/241-242/JPR/2020 and CP No. 231/241- 242/JPR/2019 for final hearing. By the said order with the consent of the parties, NCLT had decided to finally hear both the Company Petitions.

Ld. Counsel for the appellant has also drawn our attention to the impugned order i.e. order dated 01.06.2022 and submits that once the NCLT had decided to hear the appeal for its final disposal, there was no reason for the NCLT to consider the interim relief which was prayed for in CP No. 156/2020. He further submits that by the impugned order Ld. NCLT has virtually passed an order for implementation of an MOU which was having an arbitration clause and matter was already referred for arbitration, though subsequently, by Appellate Court it was stayed.

Mr. Amol Vyas, Ld. Counsel for the Respondent is further permitted to make correction in the reply which was earlier filed in compliance with the earlier order of this Tribunal.

Heard Mr. Ankur Rastogi, Ld. Counsel for the Appellant and Mr. Amol Vyas, Ld. Counsel, for the Respondent. Mr. Amol Vyas, Ld. Counsel for the Respondent tried to persuade the court that there is no error in the impugned order for granting any interim relief to the appellant. He tried to persuade the court that dispute in between the parties is going on since long and he tried to satisfy the Tribunal that the appellants were rightly directed by the tribunal to open a fixed deposit of Rs. Five Crore. In any event, if FDR is created by the appellant in compliance with the order of the NCLT, the appellant may not suffer irreparable loss and as such he submitted that it is not a case for granting interim relief.

We will hear the appeal on merit at the time of final hearing. At the moment we are of view that since NCLT had already fixed the date of final hearing to decide both the Company Petitions, the NCLT was not required to pass an interim order in view of peculiar facts and circumstances of the case. Once the family settlement i.e. MOU had not finally been adjudicated by the arbitrator as per specific arbitration clause in the MOU, there was no reason for the NCLT to pass an order which indirectly directs for implementation of the MOU. In such view of the matter we are of the opinion that the impugned order is not required to be allowed to continue for the moment. The order dated 01.06.2022 passed by National Company Law Tribunal, Jaipur Bench in CP No. 156/241-242/JPR/2020 and CP No. 231/242-242/JPR/2019 is hereby directed to remain stayed during pendency of this appeal.

In the meanwhile, if parties are desirous to file any further affidavit/ pleadings it must be completed within a period of one month from today failing which the Registry may not accept any filing. It goes without saying that pendency of this appeal may not come in the way of NCLT to decide both the Company Petitions in view of order dated 06.04.2022 passed by the NCLT.

List this appeal ‘For Hearing’ on 28.08.2023.

“Delay condoned.

We do not find any good ground and reason to interfere with the impugned judgment and hence, the appeal is dismissed.

However, we clarify that the impugned judgment and dismissal of the present appeal will not be treated as an expression of opinion on the merits of the case. It will be open to the appellants to press for an early hearing of the C.P. Nos. 156/241-242/JPR/2020 and 231/241-242/JPR/2019 pending before the National Company Law Tribunal at Jaipur. Pending application(s), if any, shall stand disposed of.”