Compromise orders cannot be expanded through miscellaneous applications to reopen settled rights or enlarge company control.

The compromise order confined the party's role to negotiations and transactions relating to sale of the scheduled properties, and the liberty reserved under that order extended only to implementation of the settlement and removal of impediments. A miscellaneous application seeking supersession of the board, appointment of an administrator and control over bank accounts went beyond that limited liberty and, in substance, amounted to a review, recall or modification of the final compromise order. The direction requiring the applicant's involvement in all affairs of the company was likewise inconsistent with the settlement. The impugned directions were therefore held unsustainable and the offending portion was quashed.

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Issues: Whether the liberty reserved in the compromise order permitted the filing of a miscellaneous application seeking reliefs beyond implementation of the compromise and whether the impugned directions, which effectively expanded the role of the erstwhile managing director into the company's general affairs, were sustainable.

Analysis: The compromise settlement confined the concerned party's role to participation in negotiations and transactions for sale of the scheduled properties. The earlier order approving the compromise also reserved liberty to seek directions only for implementation of the settlement and removal of impediments, not for reopening concluded issues or enlarging the substantive rights settled between the parties. The miscellaneous application sought reliefs such as supersession of the board, appointment of an administrator, and control over bank accounts, which were beyond the compromise and amounted in substance to a review, recall, or modification of the earlier final order. The impugned direction requiring involvement of the applicant in all affairs of the company was likewise inconsistent with the limited scope of the compromise.

Conclusion: The impugned directions were beyond the scope of the compromise and the liberty granted under the earlier order, and were therefore unsustainable. The challenge succeeded, and the offending portion of the order was quashed.

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