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2015 (6) TMI 946 - AT - Companies LawInterest on delayed payment of consideration - whether appellant is entitled to interest on the amount which the appellant has received on account of shares sold to the acquires under the open offer. Liability to pay interest under regulation 22(12) of Takeover Regulations, 1997 arises only when the acquire fails to pay the consideration to the shareholders within 15 days from the date of the closure of the offer - Held that:- Similarly paying interest to the appellant under regulation 44(i) of Takeover Regulations, 1997 does not arise because liability to pay interest under that regulation arises only when the acquirer has failed to make a public offer or delayed the making of public offer within the time specified under Takeover Regulations, 1997 from the trigger date. Object of regulation 44(i) is to compensate the shareholder who has suffered delay on part of acquirer. Since appellant was not the shareholder on the trigger date i.e. on July 22, 2005, appellant cannot be said to have suffered on account of delay and consequently question of paying interest to the appellant does not arise at all. Apex Court in the case of Clariant International Ltd. [2004 (8) TMI 390 - SUPREME COURT OF INDIA ] has held that the shareholders contemplated under regulation 44(i) of Takeover Regulations, 1997 must be those shareholders whose shares have been accepted upon public announcement of offer and who had suffered loss owing to blockage of amount by not being able to sell shares held by them. In the present case, appellant was neither the shareholder of the Target Company on the trigger date nor on date when public announcement was made on July 25, 2005 and hence question of paying interest to the appellant does not arise at all. Once a decision is rendered by the Apex Court, it is not open to any person or to any authority to contend that the ratio laid down by the Apex Court cannot be applied on ground that the Apex Court has not considered the matter from any particular angle. - Decided against the appellant.
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