Allahabad High Court
B.I.F.R. New Delhi vs M/S B.P.L. Display Devices ... on 20 July, 2012
Bench: Arun Tandon
HIGH COURT OF JUDICATURE AT ALLAHABAD
?Court No. - 53
Case :- MISC. COMPANY APPLICATION No. - 1 of 2008
Petitioner :- B.I.F.R. New Delhi
Respondent :- M/S B.P.L. Display Devices Ltd.Erstwhile Uptron C.P.T. Ltd)
Petitioner Counsel :- O.L.U.S. Patole,Ashok Mehta,J.K. Mishra,Manvendra Singh,N.L. Tripathi,Namit Srivastava,R.P. Agrawal,Raj Nath N.Shukla,Raunak Chaturvedi,Sushmita Banerjee
Respondent Counsel :- Amitabh Agarwal,Ashish Kumar,B.K. Pandey,M.P. Sarraf,P.K. Sinha,Piyush Agarwal,S.C.,S.K. Mishra,S.R.Gupta,Saurabh Srivastava,Shahid Masud,Shyam Narain,Sudhansu Narain,Sushmita Banerji,Syed Sajid Ali,V.M. Zaidi,Vipin Sinha
Hon'ble Arun Tandon,J.
From the various orders, which have been passed in the present petition, it is apparent that attempts made by the Company Court to dispose of the assets of the company, which has gone into liquidation namely B.P.L. Display Devices Ltd., have failed. This Court finds that as against the reserved price determined by the Official Liquidator and the agencies appointed by him is nearly Rs. 180-200 crores. The maximum offer which has been received by the Court till date is not even 1/10 of the reserved price. In respect of this offer also the offerers pray for time to deposit the entire money.
One of the reasons for the assets of the company being not sold of, despite an order of liquidation being made in the year 2008 by the High Court, is that M/s Asset Reconstruction Company (India) Ltd. (hereinafter referred to as 'ARCIL'), which is stated to have purchased the assets of the secured creditors, has been put in possession of the property of the company in question under an order of the Company Judge dated 17.10.2008. The directions issued by the Company Court, as contained in paragraph 40 of the said order, read as follows:
"(1) The ARCIL shall file an affidavit giving details of the charged assets and the charge certificates under Sections 125/132 of the Companies Act, 1956, of the secured creditors over the assets of the company.
(2) The ARCIL shall file in the Court an affidavit giving the valuation of the secured assets, which are proposed to be sold along with copy of the valuation report of the valuation carried out, for the purposes of determining the upset price or the reserve price.
(3) The ARCIL shall present the highest bid of both the movable and immovable properties either separately or if highest bid are received as single lot, with all necessary details and particulars including the bid sheet to the Court before the confirmation of sale.
(4) The ARCIL shall not confirm the sale until the Court has considered and given approval for such confirmation.
(5) The ARCIL shall strictly follow the procedure prescribed under the SAFRAESI Act, 2002 and under Rule 8 and 9 of the Security Interest (Enforcement) Rules, 2002 in carrying out the sale, and shall keep a true and accurate record of the proceedings for inspection by the Court.
(6) After the sale is confirmed and the sale consideration is deposited, the entire sale consideration shall be kept by the ARCIL in a separate account.
(7) The expenses incurred by ARCIL and the Official Liquidator in carrying out their statutory duties shall be deducted from the sale proceeds before any appropriation or disbursement.
(8) The ARCIL shall submit the details of the claims of secured creditors including their interest (with details of the calculation of interest) for appropriation, with approval of the Court, after adjustment and deposit of the workmen's dues under Section 529, 529A and 530 of the Companies Act, 1956, and deposit with the Official Liquidator, the surplus amount, if any, for disbursement in accordance with law."
It will be seen that possession of the company was granted with the ARCIL with the sole purpose that it shall dispose of the assets of the company and the Official Liquidator, who is the person responsible under the Company Act for the sale of the assets of the company in liquidation, was kept out from the said proceedings.
This Court finds that ARCIL has not been able to dispose of the assets of the company, as already noticed above. The price which is being offered in pursuance to the repeated advertisement, for disposing of the assets of the company, is less than 1/10 of the total value of the assets said to be the reserved price.
Although ARCIL is not making any further attempt to dispose of the property in terms of the order of the Court dated 17.10.2008, it continues to enjoy the possession of the movable and immovable properties of the company, when at best it can step in the shoes of the secured creditors only. The secured creditors cannot enter into the possession of a company which has gone into liquidation. Their right is confined to payment after the assets of the company are disposed of.
In these circumstances, let ARCIL show cause as to why they may not be directed to vacate the premises so that a fresh advertisement may be published informing the public at large that the property is vacant and is available for immediate possession so that the best possible price may be received. The possession granted in favour of the ARCIL has lost its efficacy for the reasons recorded above.
Sri Rajnath Shukla, counsel for the Official Liquidator informs that after getting an order of the High Court, ARCIL did not comply with the condition no. 2 of the order dated 17.10.2008.
List on 06th August, 2012.
Order Date :- 20.7.2012
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