Bengali news channel ordered sold as going concern after operating without valid license rights

Calcutta HC ruled in a winding up petition involving a Bengali news television channel where the company operated from premises without valid license rights. The court found the company was essentially a trespasser after license termination. HC ordered the business to be sold as a going concern but mandated vacation of the Park Street premises by May 31, 2014. The Official Liquidator was directed to advertise the sale by June 15, 2013, with buyers required to relocate operations post-deadline. Occupation charges of Rs. 6.14 lacs monthly would continue through the Official Liquidator until vacation, with vacant possession to be delivered to the property owner by June 15, 2014.

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Issues Involved:
1. Validity of SST Media Pvt. Ltd.'s occupation of the property.
2. Rights of R.P. Techvision (I) Pvt. Ltd. to remain on the property.
3. Obligation of the Official Liquidator to disclaim the property.
4. Rights of Calcutta Business Centre to reclaim the property.
5. Compliance with the Supreme Court's order regarding the sale of the business as a going concern.

Detailed Analysis:

1. Validity of SST Media Pvt. Ltd.'s Occupation of the Property:
The court examined the sequence of events leading to SST Media Pvt. Ltd.'s occupation of the property. Initially, Xenitis Info Tech Ltd. was the licensee, but due to non-payment of licence fees, their agreement was terminated. Despite this, SST Media continued to occupy the premises. The court noted that upon termination of Xenitis's licence, SST Media became a trespasser, as the licence agreement had expired by efflux of time on 30th November 2008. Hence, SST Media had no legal right to remain on the property post-termination.

2. Rights of R.P. Techvision (I) Pvt. Ltd. to Remain on the Property:
R.P. Techvision took over the business of SST Media after the winding-up order against SST Media. However, the court found that R.P. Techvision had no legal right to remain on the property, as they were effectively trespassers. The court emphasized that the Supreme Court's order allowed R.P. Techvision to bid for the business but did not grant them any right to occupy the property indefinitely.

3. Obligation of the Official Liquidator to Disclaim the Property:
Under Section 535 of the Companies Act, 1956, the Official Liquidator has the authority to disclaim onerous property. The court found that the property at 119, Park Street was burdensome to the company in liquidation as it did not generate income and imposed a liability of Rs. 6.14 lakhs per month as occupation charges. The court directed the Official Liquidator to disclaim the property and ensure its return to the rightful owner, Calcutta Business Centre.

4. Rights of Calcutta Business Centre to Reclaim the Property:
Calcutta Business Centre, as the owner, sought to reclaim the property. The court recognized their right to receive the property, noting that neither SST Media nor R.P. Techvision had any legal claim over it. The court ordered the eviction of R.P. Techvision and directed the Official Liquidator to hand over vacant possession to Calcutta Business Centre by 15th June 2014 or within 15 days of the property becoming vacant, whichever is earlier.

5. Compliance with the Supreme Court's Order Regarding the Sale of the Business as a Going Concern:
The Supreme Court had directed that the business of SST Media be sold as a going concern. The court interpreted this to mean that the business should be sold, but this did not extend to the occupation of the property beyond a reasonable period. The court allowed R.P. Techvision to remain on the property until 31st May 2014 to facilitate the sale of the business as a going concern. The Official Liquidator was instructed to advertise the sale by 15th June 2013 and confirm the sale by 31st July 2013. After 31st May 2014, any buyer, including R.P. Techvision, would have to relocate the business.

Conclusion:
The court concluded that R.P. Techvision could not remain on the property beyond 31st May 2014. The Official Liquidator was directed to disclaim the property and ensure its return to Calcutta Business Centre. The sale of the business as a going concern was to be conducted with the stipulation that the buyer would vacate the premises by the specified date. This judgment and decree disposed of all related applications and upheld the rights of the property owner while ensuring compliance with the Supreme Court's directives.

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