TaxTMI 
TaxTMI 
2021 (7) TMI 861
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....ore this Hon'ble Court for the confirmation of sale of the scheduled properties in favour of the applicant herein. 3. The facts in the background stated in brief are inter alia that respondent No.2 herein - Kemrock Agritech Pvt. Ltd. was under liquidation. In respect of certain properties of the company in liquidation, respondent No.1 - SICOM Limited claimed its exclusive charge. It was the case that the properties were mortgaged with the said respondent No.1 company. Respondent No.1 therefore approached this Court seeking permission to sell them off. 3.1 In the Company Application No.314 of 2015 in Company Petition No.338 of 2013 being SICOM Limited Vs. Kemrock Agritech Pvt. Ltd., following was the prayer. "to grant leave to the Applicant under Section 446 r/w. Section 537 of the Companies Act, 1956 to auction and sell the immovable property described at Annexure "B" hereto and appropriate the proceeds towards discharge of the Respondent Company's liability owned to the Applicant under the Deed of Further Mortgage dated 13th December, 2012 and Indenture of Mortgage dated 10th June, 201o." 3.2 The respondent No.2 company was wound up on 01st July, 2014. As the properties ....
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....properties valued by the approved valuer and keep the Official Liquidator informed about the valuation done. (c) The applicant shall associate the official liquidator while fixing the upset price, conducting auction and sale of the properties and shall seek the approval of this court for acceptance of the bid and confirmation of the sale in favour of the highest bidder. (e) As agreed by the learned advocate for the applicant, the applicant shall deposit the entire amount of sale proceeds with the Official Liquidator within a period of two weeks after receipt thereof. (f) On depositing the sale proceeds by the applicant with the Official Liquidator, the Official Liquidator shall immediately invite the claims of the workmen, and if the Official Liquidator receives any claim from any worker, the same shall be intimated to the applicant. The sale proceeds shall be then applied for payments on final adjudication of the claims received against the sale proceeds. (g) It is clarified that the applicant`s agreeing to deposit the sale proceeds with the Official Liquidator shall not be construed as if the applicant has participated in the winding up proceedings but rather it has made ....
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....aring Revenue Survey Nos 133, 150, 186, 178/1, 18001, 249, 250, 252, 253, 254, 255, 256, 257, 258, 261, 262, 263 and 303 and building located at Vadodara-Halol State Highway SH-87, Village Asoj. Taluka-Waghodia, District Vadodara, Gujarat-391510 alongwith the installed Plant and Machinery. Re:-Offer in Public Auction held on November 25, 2020 at 3.00 pm. at SICOM's Mumbai Dear Sir, This is with reference to the Public Auction held on November 25, 2020 at 3.00p.m. at SICOM's registered office at Mumbai for sale of captioned mortgaged property. At the outset, we thank you for giving your offer for the purchase of the captioned property for Rs. 9.61 crores in the said public auction. However, we regret to inform you that since SICOM has received only one offer/single bid in the said public auction, the management has decided to reject your offer and issue fresh advertisement for public auction. Therefore, we are hereby returning your EMD of Rs. 1 crore submitted in the form of DD No. "925547" drawn on Yes Bank dated November 25, 2020, (Original DD is enclosed for your record). This is to further inform you that we are in process of issuing fresh advertisement for eauct....
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....e. On the basis of the said decision, it was submitted that neither the applicant had an opportunity to show that his offer was reasonable representing the market price nor the Company Court was allowed to exercise its discretion as approval was not sought for before deciding to proceed anew with advertisement. 4.2 Learned advocate also relied on the observations of the Supreme Court in Navlakha & Sons v. Ramanya Das [(1996) 3 SCC 537] to highlight the principles which should govern the confirmation of sale. It was observed that condition of confirmation of Court operates as safeguard against the properties being sold at inadequate price. Mere acceptance of offer does not give any vested right to the bidder in the property for confirmation of offer, it was stated by the Supreme Court. 4.3 While learned advocate Mr.Saurabh Patel for the Official Liquidator submitted that the entire sale was conducted by respondent No.1 and only timeto- time respondent No.1 informed the Official Liquidator about various decisions, learned advocate Mr.Jay Kansara for M/s. Wadia Ghandy & Co., defending the impugned decision, at the outset, submitted that respondent No.1 was exercising its powers unde....
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....o.1 - SICOM Limited as well as respondent No.4 - Official Liquidator also filed their affidavits-in-reply. Respective learned advocates relied on the contents and the contentions raised in those affidavits to submit that no prejudice has been caused to the applicant whose offer was solitary offer and therefore respondent No.1 decided to go for fresh auction. Learned advocate for respondent No.1 also further submitted that a fresh auction has been announced and the schedule thereof is underway. 5. Having considered the controversy and the attendant aspects, submission of learned advocate for respondent No.1 that bid of the applicant was not accepted and the stage of negotiating with him did not arise to validly make the complaint that approval of the Court was necessary, could not be brushed aside lightly. Even if the said aspect is left aside, the scenario offered was that there was only one bid from the applicant. The comparative price was not available except quoted by the applicant. Respondent No.1 appears to have been guided by the said factum and only one offer having been received in the auction, it decided not to accept it and opt for fresh auction by publishing new adverti....