Pramod Gupta & Anr. vs Cyber Media Research And Services ...
2021 Latest Caselaw 2310 Del

                          $~22 (original)
                          *     IN THE HIGH COURT OF DELHI AT NEW DELHI

                          +      O.M.P.(I)      (COMM.)       277/2021       &     I.A.10410/2021,

                                 I.A.10411/2021

                                 PRAMOD GUPTA & ANR.                   ..... Petitioners
                                             Through: Ms. Sanjana Saddy, Mr. Chirag
                                             M Shah and Ms. Harshita Singhal, Advs.

                                                     versus

                                 CYBER MEDIA RESEARCH AND SERVICES LTD & ANR.
                                                                     ..... Respondents
                                              Through: Mr. Pratap Shanker, Mr. Lalit
                                              Kumar Maheshwari and Mr. Swetank
                                              Shantanu, Advs.

                                 CORAM:
                                 HON'BLE MR. JUSTICE C. HARI SHANKAR

                                               O R D E R (O R A L)

% 25.08.2021 (Video-Conferencing)

1. This matter was heard over two days. However, today Mr. Pratap Shankar, learned Counsel for the respondents very fairly submits, on instructions, that the respondents would finalise the Qualified IPO strictly in accordance with Clause 8.1.2 of the Shareholders' Agreement, which reads as under:

"8.1.2 The terms and conditions of such Qualified Listing including the size of the issue, price of the Shares, scheme of arrangement, mode and manner of arrangement and related matters shall be as finalised by the Company with the approval of the Investors and in consultation with the merchant bankers appointed for the Qualified Listing."

Signature Not Verified

By:SUNIL SINGH NEGI Signing Date:26.08.2021 21:15:11

2. In my view, this submission sufficiently allays any apprehension which the petitioner may have, and as urged in the present petition.

3. Ms. Sanjana Saddy, learned Counsel for the petitioner also submits that, if the respondents were to act strictly in accordance with Clause 8.1.2, her client's apprehensions would, for the present, stand redressed. She also prays that her claim, predicated on Clause 9.2.1 of the Shareholders' Agreement may be kept alive to be agitated in the arbitral proceedings.

4. In view thereof, this petition is disposed of, binding the respondents to finalise the Qualified IPO, if at all, strictly in compliance with Clause 8.1.2 of the Shareholders' Agreement.

5. All other contentions raised in this petition, including the applicability of Clause 9.2 and 9.2.1, are left open for agitation in the arbitral proceedings.

6. This petition, alongwith pending applications, stands disposed of in the aforesaid terms.

C. HARI SHANKAR, J AUGUST 25, 2021/kr

Signature Not Verified

By:SUNIL SINGH NEGI Signing Date:26.08.2021 21:15:11