TaxTMI 
TaxTMI 
2020 (12) TMI 241
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....ossession of the Respondent under Agreement to Sell dated 8th October 2018; and" 3. The prayer made in IA 2276/20, which is also taken up for consideration, is reproduced below : "b) To allow the present Application and direct the Respondent to handover the Original Share Certificates to the Corporate Debtor in relation to its shareholding in M/s. Challengerz Web Solutions Private Limited along with other original documents in possession of the Respondent under Agreement to Sell dated 8th October 2018; and". 4. Since both the Applications pertain to the same issue, both are taken together and being disposed of through this Common Order. 5. Facts in brief are that the Operational Creditor, M/s. Jakson Limited filed an application bearing No. IB-2582(ND)/2019 under Section 9 of the Code for initiation of Corporate Insolvency Resolution Process (CIRP) against the Corporate Debtor, namely, M/s. Three C Universal Developers Pvt. Ltd. The said application was admitted by this Tribunal vide its Order dated 17.12.2019 and Mr. Rakesh Kumar Gupta was appointed as Interim Resolution Professional (IRP). 6. It is submitted by the Applicant that the shares held by the Corpor....
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....T. 11. It is submitted by the Respondent that in the petitions filed under Section 241 read with Section 242 of the Companies Act, 2013 the Hon'ble Principal Bench vide its Order dated 05.04.2019 had passed a direction for maintaining status quo with respect to shareholding of both the above mentioned companies in which the CD is holding the Shares. 12. While laying emphasis on the pending two petitions of Oppression and Mismanagement, it is submitted by the counsel for Respondent that the moratorium enforced under Section 14(1) of IBC 2016 will not be applicable on proceedings before the Hon'ble Principal Bench. Hence, they contended that this Bench is having no jurisdiction to adjudicate such type of disputes under Section 60(5) of IBC 2016. 13. The Respondent has further placed reliance on the judgment of Hon'ble Supreme Court in the matter of Embassy Property Developments Pvt. Ltd. Vs. State of Karnataka & Ors. Civil Appeal No. 9170 of 2019. The extract of the relevant portion relied upon by the Respondent is reproduced below: "40. Therefore in the light of the statutory scheme as culled out from various provisions of the IBC, 2016 it is clear t....
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...., and it is directed that Resolution Professional/ Liquidator shall be allowed to take possession of the Shed from the Applicant." 19. It is further submitted by the Ld. Counsel for the Applicant that since the Respondent is in the possession of the original Share Certificates, they are the only necessary parties. 20. After hearing submissions of both the parties, this Bench of the view that the issue raised by the Respondent regarding the jurisdiction of this Bench, needs to be adjudicated first. 21. As per the provisions of the IBC, 2016, the moment the CIR Process is initiated against the Corporate Debtor, the moratorium under Section 14(1) of IBC 2016 is declared. By virtue of that, all proceedings, which are civil in nature, relating to the Corporate Debtor shall be prohibited to be proceed with, till the time the moratorium remains in force. The proceedings under Section 241-242 of Companies Act 2013 cannot stand as an exception to the moratorium. 22. During the period of moratorium, the Adjudicating Authority under IBC 2016 is vested with jurisdiction to decide any issue arising out of CIR Process of the Corporate Debtor. Further as per Section 60(5)(a) of IBC 20....
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....certificates and other original documents. No ownership rights were transferred in favour of the Respondent at the time of signing the said agreements. 26. The Respondent, who was given temporary physical possession of the original Share Certificates has not paid the consideration as stipulated in the Agreements dated 08.10.2018. Hence, this Bench is of the view that the Share Certificates along with other original documents possessed by both the Companies, namely, M/s. Hacienda Infosoftech Private Limited and M/s. Challengerz Web Solutions Private Limited, are assets of the Corporate Debtor and the Applicant is well within its rights to claim possession of these certificates along with other original documents with a view to maximize value of the assets of the Corporate Debtor. In view of the above and as prayed for by the Applicant, this Adjudicating Authority directs the Respondent to handover the original Share Certificates along with other original documents of M/s. Hacienda Infosoftech Private Limited and M/s. Challengerz Web Solutions Private Limited to the Resolution Professional of the Corporate Debtor within 7 days from the date of the pronouncement of this order. 2....
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....ecution of this Agreement. However, the said temporary physical possession shall be co- terminus with this agreement. Жикал T Xavi ÛÛ’ til Page 4 of 9 Thuppalin XXX XXX XXX XXX Document 2 XXX XXX XXX XXX NOW THEREFORE, in consideration of the mutual terms and conditions and understandings set forth in this Agreement, the Parties with the Intent to be legally bound hereby agree as follows: 1. The Transferors hereby agree to sell, transfer and alienate all their rights, title, interests, benefits etc. in the entire shareholding of the Company, free and dear of all Encumbrances, to the Transferee for an amount equal to Rs. 10,00,00,000/- (Rupees Ten Crores only) (hereinafter referred to as the "Consideration") and on the terms of payment as stated in Annexure B attached hereto. A sum of Rs. 20,00,000/- (Rupees Twenty Lacs only) has been paid as part payment of the plot out of total Consideration. 2. 3. 4. 5. 6. 7. The Transferor-1 shall, within 11 months from the date of execution of this Agreement, arrange all the requisite approval from NOIDA and other ....