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Karnataka High Court

Classic Legends Private Limited vs The Official Liquidator Of on 18 February, 2026

Author: R Devdas

Bench: R Devdas

                           -1-




  IN THE HIGH COURT OF KARNATAKA AT BENGALURU

     DATED THIS THE 18TH DAY OF FEBRUARY, 2026

                         BEFORE
          THE HON' BLE MR.JUSTICE R. DEVDAS

        COMPANY APPLICATION NO.19 OF 2026
                           IN
          COMPANY PETITION NO. 76 OF 1991
                       C/W
        COMPANY APPLICATION NO.410 OF 2016
BETWEEN:
CLASSIC LEGENDS PRIVATE LIMITED
MAHINDRA TOWERS, P.K.KURNE CHOWK
WORLI, MUMBAI
MAHARASTRA- 400 018.
REP. BY ITS AUTHORISED SIGNATORY
MR. ANISH JOSHI
                                              ...APPLICANT
 (BY SRI. S.S.NAGANAND, SENIOR COUNSEL FOR
  SMT. MYTHILI GIRISH., ADVOCATE)

AND:

THE OFFICIAL LIQUIDATOR OF
M/S IDEAL JAWA (INDIA) LIMITED
(IN LIQUIDATION)
ATTACHED TO THE HON'BLE HIGH COURT
OF KARNATAKA
CORPORATE BHAVAN, NO.26-27,
12TH FLOOR, RAHEJA TOWERS, M.G.ROAD
BENGALURU- 560 001.
                                             ...RESPONDENT

(BY MS. KRUTIKA RAGHAVAN., ADVOCATE)

THIS COMPANY APPLICATION NO.19/2026 IS FILED UNDER ORDER I RULE 10 READ WITH SECTION 151 OF CPC READ WITH RULES 6 AND 9 OF THE COMPANY COURT RULES, SEEKING TO ALLOW THE PRESENT APPLICATION AND IMLEAD THE APPLICANT IN THE PRESENT PROCEEDINGS, IN THE INTEREST OF JUSTICE.

THIS OLR 85/2025 ALONG WITH COMPANY APPLICATION NO.19/2026 HAVING BEEN HEARD AND RESERVED ON 18.02.2026 AND COMING ON FOR PRONOUNCEMENT OF ORDERS, THIS DAY, THE COURT MADE THE FOLLOWING:

CORAM: HON'BLE MR JUSTICE R DEVDAS

CAV ORDER ON OLR 85/2025 A/W C.A.19/2026

(PER: HON'BLE MR JUSTICE R DEVDAS)

This Official Liquidator's Report is filed under Section

457(1) of the Companies Act, 1956, at the hands of the

Official Liquidator seeking permission to initiate legal

proceedings before the Hon'ble Supreme Court of India

against M/s. Classic Legends Private Limited and Mr.Boman

R.Irani, by filing a Special Leave Petition seeking to set aside

the order dated 27.11.2025 passed by the Hon'ble Division

Bench of this Court in Original Side Appeal Nos.2 to 13 of

2023.

2. The said M/s. Classic Legends Private Limited has

filed a Company Application No.19/2026 under Order I Rule 10

read with Section 151 of CPC read with Rules 6 and 9 of the

Company Court Rules, 1959, to implead the applicant as a

party in these proceedings and has also filed statement of

objections to the Report filed by the Official Liquidator.

3. At the outset, preliminary objections are raised at the

hands of the Official Liquidator/applicant that the impleading

application cannot be allowed and the impleading applicant is

neither a necessary nor proper party to be heard in this

matter. Learned Counsel for the Official Liquidator submitted

that the impleading applicant cannot have any say in the

present proceedings where the Official Liquidator is formally

seeking permission from this Court, in view of the mandate

prescribed in Section 457(1) of the Act. It is the contention

of the Official Liquidator that the Trade Mark "YEZDI" were

owned by the M/s. Ideal Jawa (India) Limited (under winding

up proceedings) and whereas Mr.Boman R. Irani and his

Company who were earlier the Directors/Promoters of

M/s.Ideal Jawa were trying to register the Trade Mark afresh

and the said issue along with many other issues were

considered by the Division Bench of this Court in Original Side

Appeal Nos.2 to 13 of 2023 and the Hon'ble Division Bench

has held the issue against the Official Liquidator. The Official

Liquidator is therefore before this Court seeking permission to

file an SLP before the Hon'ble Supreme Court, questioning the

orders passed by the Hon'ble Division Bench. Such being the

position, the opposite party cannot make use of this forum to

prevent the Official Liquidator from approaching the Hon'ble

Supreme Court. It is therefore the contention of the Official

Liquidator that it is unheard of that an application filed under

Section 457 can be opposed by the opposite party.

4. Per contra, learned Senior Counsel Sri.S.S.Naganand,

appearing for the impleading applicant sought to place reliance

on a judgment of the Hon'ble Supreme Court in the case of

Shankar Lal Aggarwala and Others Vs. Shankar Lal

Poddar and Others, 1963 SCC OnLine SC 80, where

Section 197 of the Companies Act, 1913, which is peri metiria

with Section 457, which this Court is dealing with, has been

dealt with. Learned Senior Counsel contended that in the said

case the Hon'ble Supreme Court has considered whether the

action of the Official Liquidator in confirming the sale of assets

of the company under winding up proceedings is purely an

administrative action and whether it could be termed merely a

ministerial action or whether it could be termed as a judicial

order. The Apex Court answered the said issue that since the

decision vitally affected the rights of the parties to the

property, the said action should be considered as a judicial

order. The learned Senior Counsel therefore submitted that

the instant application filed at the hands of the Official

Liquidator can be objected to by the impleading applicant, in

whose favour the Hon'ble Division Bench has decided the

issue. Learned Senior Counsel further submitted that the

Hon'ble Division Bench has held that the Company Court

cannot decide the issue regarding ownership of the Trade

Mark. That issue is required to be decided by the competent

authority under the provisions of the Trade Marks Act. That

being the position, the instant application could not have been

filed at the hands of the Official Liquidator before this Court.

5. Learned Senior Counsel for the impleading applicant

further placed reliance on Sohan Lal Naraindas Vs.

Laxmidas Raghunath Gadit, (1971) 1 SCC 276, where it

was held that this Court, as a Company Court, while dealing

with an application under Section 457 is required to apply its

mind and consider whether there are adequate reasons for

allowing the application. It is not a matter of course, that

such applications can be allowed on the mere asking of the

Official Liquidator.

6. Heard the learned Counsel for the Official Liquidator

and learned Senior Counsel Sri.S.S.Naganand for the

impleading applicant and perused the material available on

record.

7. Having regard to the facts as obtained hereinabove, it

is clear that the Official Liquidator is seeking to contest the

claim of the impleading applicants in the matter of ownership

of the Trade Mark, which admittedly belonged to the Company

under winding up. It is beneficial to note that in a catena of

decisions regarding Section 457, including a decision of a

Division Bench of this Court in the case of Official Liquidator

of Mercara Curers (P) Ltd. Vs. Karnataka State

Industrial Investment and Development Corporation

Ltd., 2009 SCC OnLine Kar. 612, it is held as follows:

"8. The courts, particularly judges, who man the courts do not function as administrators and winding up operation is essentially an administrative function for salvaging the assets of the company for an equitable distribution amongst the creditors and shareholders. It is for this reason, the Companies Act has envisaged an independent official to the extent of carrying out the operations of gathering the assets and their equitable distribution albeit under the provision of the Act. It is also significant to notice that sub-section (2) of section 457 which indicates that the official liquidator virtually acts as part of the management, in place of the board of directors of a company

which is under liquidation and it is for the purpose of salvaging the assets of the company as indicated in sub-section (1) and for achieving this in an efficient manner, the official liquidator as indicated in sub-section (2) of section 457 is brought on the scene and therefore, to the extent that the official liquidator is required to function in a most efficient and proper manner in salvaging the assets of the company for the benefit of the community of creditors and the shareholders and for equitable distribution. The powers rather than duties and responsibilities are conferred and to this extent, one may infer an element of discretion in the official liquidator to file and maintain an appeal under section 483, if it is found that an order passed during the winding up proceeding is detrimental to the interest of the community of creditors and shareholders."

8. That being the position, the learned Counsel for the

Official Liquidator is right in contending that having regard to

the prayer made in the instant application, where permission

of this Court is sought to approach the Hon'ble Supreme

Court, to question the orders passed by the Division Bench,

the impleading applicant has no locus standi to file an

objection and question the application filed by the Official

Liquidator. If on the other hand, leave is granted to the

impleading applicant to contest the application, it will be giving

an additional forum to the impleading applicant to prevent the

Official Liquidator from questioning the orders passed by the

Division Bench. Surely, that is not the purpose for which the