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1 IN THE HIGH COURT OF KARNATAKA AT BANGALORE
DATED THIS THE 23RD DAY OF JANUARY 2014 BEFORE:
THE HONOURABLE MR. JUSTICE ANAND BYRAREDDY
COMPANY PETITION No.72 OF 2013
BETWEEN:
M/s. Sobha Developers Limited, A Company registered under the Provisions of the Companies Act, 1956, having its office at “Sobha” Sarjapur-Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Belandur Post, Bangalore – 560 103 And represented by its Authorized Signatory, Mr. Sasindran V.M., Sr. Manager (Glazing Division) … PETITIONER (By Shri. P.S. Rajagopal, Senior Advocate for Shri. Madhukar M Deshpande, Advocate)
AND:
M/s. Blue Horizon Hotels Private Limited, A Company registered under the Companies Act, 1956 and having its Registered office at No.172/1, Srinivas Industrial Estate, Bannerghatta Road,
2 Bangalore – 560 076, Represented by its Managing Director.
…RESPONDENT
(By Shri. G. Vikram, Advocate )
***** This Company Petition filed under Section 433(e) and (f) and 434 of the Companies Act, 1956, praying to order the respondent company – M/s. Blue Horizon Hotels Private Limited, be wound up by the Court, under Section 433(e) and (f) of the Companies Act, 1956 and etc;
This Company Petition coming on for Orders this day, the Court made the following: -
O R D E R
The parties are present before the Court and their presence is recorded. The learned counsel for the parties file a joint memo, which reads as follows: “JOINT MEMO
The petitioner and respondent beg to submit as follows:
The petitioner and respondent have amicably settled the matter between them.
It is understood between the parties that the total liability of the respondent to the petitioner is Rs.2,00,00,000/- (Rupees Two Crore only) which is payable as follows: a. Payable on or before 31/03/2014 - Rs.30,00,000.00 b. Payable on or before 31/05/2014 - Rs.50,00,000.00 c. Payable on or before 31/07/2014 - Rs.50,00,000.00 d. Payable on or before 30/09/2014 - Rs.70,00,000.00
While making the above said payments, Income tax shall be deducted at source as per law and tax deducted certificates shall be given by the respondent to the petitioner within 30 days thereof.
It is made clear that Rs.2,00,00,000/- agreed to be paid as stated above shall be in full settlement and there shall be no further claim by the petitioner against the respondent either towards retention money or with respect to materials delivered at the site. The petitioner shall have no claims to the materials delivered at the site.
The respondent agrees to pay the entire agreed amount as above on or before 30/09/2014 and on payment of the said amount in full, both parties shall have no claim whatsoever against each other as regards the work carried on / to be carried on under various Purchase Orders / LOIs or any other account.
The respondent agrees to withdraw the Legal Notice dated 13/09/2013 issued through its Advocate and hereby confirms that no claim whatsoever shall be raised by the respondent as against the petitioner in future.
The private complaints (CC No.7960/2013 & CC No.7961/2013) filed in the matter u/s. 138 of Negotiable Instruments Act which are pending before ACCM Court, Bangalore, shall be postponed by consent and as and when amounts covered by the Cheques involved in the said private complaints are paid, such complaints shall be withdrawn. Rs.2,00,00,000/- agreed to be paid in full and final settlement would also include the cheques amount regarding which two complaints are pending and it is not an additional liability.
The respondent confirms that it would pay the advance amount earlier deducted towards Income Tax to the Department and handover the certificates in this regard by 30/03/2014.
By this Memo the respondent agrees that it is due in amounts as stated above and the respondent agrees not to dispute such claim of the petitioner.
The following original documents of property measuring 2 acres 28 guntas bearing Sy.No.79, situated at Malenallasandra Village, Jigani Hobli, Anekal Taluk, Bangalore District, belonging to Mr. A.C. Srinivas Raju, Director of Company, is given as security for the due repayment of the amount as agreed above.
a. Original Sale Deed dated 26/03/2010 registered as Doc.No.944/2010-11 in Book-I, executed between Sri. Yellappa and 8 others and Sri. A.C. Srinivas Raju, for purchase of property in Sy.No.79 measuring 1 acre 16 guntas, situate at Mallenallasandra Village, Jigani Hobli, Anekal Taluk, Bangalore District.
b. Original Sale Deed dated 26/03/2010 registered as Doc.No.943/2010-11 in Book-I, executed between Sri. Yellappa and 8 others and Sri. A.C. Srinivas Raju, for purchase of property in Sy.No.79 measuring 26 guntas situate at Mallenallasandra Village, Jigani Hobli, Anekal Taluk, Bangalore District.
c. Original Sale Deed dated 26/03/2010 registered as Doc.No.941/2010-11 in Book-I, executed between Sri. Yellappa and 8 others and Sri. A.C. Srinivas Raju, for purchase of property in Sy.No.79 measuring 26 guntas, situate at Mallenallasandra Village, Jigani Hobli, Anekal Taluk, Bangalore District.
The said properties are free from any charge, encumbrances or litigations. Sri. A.C. Srinivas Raju has lodged the above documents with the Petitioner by a separate letter of consent with an intent to create mortgage and assure payment he has also given personal guarantee favouring the petitioner for due payment as agreed in para 2 above. The petitioner will return
7 the said original documents once the entire amounts are settled by the respondent.
In view of the terms agreed as above, the Company Petition may be disposed off giving liberty to the petitioner to revive the above Company Petition in the event of respondent committing any defaults in payment as agreed in para 2 above.”
In terms of the memo, the Company Petition is disposed of, with liberty to the petitioner to revive the same, in the event of any default in terms of settlement.
Sd/- JUDGE