TMI Blog1981 (7) TMI 163X X X X Extracts X X X X X X X X Extracts X X X X ..... l liquidator took possession of the assets, books, papers and documents of the company, on the application of a partnership firm, M/s. Tea Land, of which one of the ex-directors of the company is a partner, for winding-up on a claim of Rs. 68,000, being Company Petition No. 389 of 1976. After the said winding-up petition was admitted, the company made an application for a scheme and obtained stay of the winding-up proceedings but, ultimately, the said scheme application was dismissed by an order dated 13th of June, 1978. Thereafter, the workers and employees of the company assisted the official liquidator to enable him to take possession of all the assets, books, papers and documents of the company but none of the ex-directors or the management assisted the official liquidator in doing so. It appears that a group of workers in order to revive the company formed a cooperative society and got it registered on the 17th of July, 1979, in the name of Elvoc Employees Co-operative Society Ltd., hereinafter referred to as "the applicant-society", and on the very same day they made an application before this court being Company Application No. 153 of 1979, for a lease or licence of the fact ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ll the entire undertaking of the company including its assets according to the valuation made by the valuer appointed by this court by private treaty and for other reliefs. Therefore, for practical purposes this application is for leave to purchase the entire assets, land, factory of the company (in liquidation) by private treaty at a reasonable price by the licensee, Elvoc Employees Cooperative Society Ltd. The licensee was granted licence solely on the ground of selling the properties and assets of the company as a going concern and for beneficial winding-up. An appeal was preferred by a group of ex-employees who appeared to have been set up by the ex-management which was dismissed and it also appears that the same group through one Sri Hridaya Das, an ex-employee of the Elvoc Pvt. Ltd., representing an alleged union, took proceedings under the writ jurisdiction challenging the formation of the applicant-co-operative society and also failed there. Mr. Som Nath Chatterjee, appearing with Mr. S. C. Ukil, for the applicant, submitted that the licensee has made enormous progress and with the help of Chloride India Ltd. has secured various orders, including orders from various depar ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d a loan and the Chloride India Ltd. is extending all assistance to the company to expand and market its products. Therefore, the potentiality of the concern has greatly increased thereby giving rise to prospects of further employment and the spectacular progress in the volume of business from 2,000 to 1,00,000 within a short period of the licence granted to the applicant makes it quite clear that this is a special case where the court should exercise its discretion in favour of the private sale, whereas the persons who are objecting are none else but the alleged ex-employees, who are already employed by the ex-management who has ruined the company and as a result of which the company was wound up. They have initially appealed from the order by which the licence was granted to the applicant. Then, they have made an application under article of the Constitution of India challenging the formation of the applicant-co-operative society. They also objected to the I.R.C.I. not to grant any loan and their objection is quite clearly to prevent the industry to revive and run smoothly and progress, which appears to be phenomenal within the very short period, if possible. They allege to purch ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Mr. S. B. Mukherjee, appearing with Mr. Sibaji Sen for Ram Chandra Manmohan, submitted that the licence was granted solely for the purpose of selling the company's assets as a going concern and for a beneficial winding-up and as such the sale must be by public action and the Rules are mandatory and the Supreme Court decision has also laid down the principle by which the court will conduct the sale of assets of a company, and, therefore, in the interests of the creditors and public interest, the properties and assets of the company should be sold by public auction. Mr. P. K. Mallick, appearing with Mr. A. C. Law, for Gurudeb Industries, adopted the arguments of Mr. Sen and Mr. Mukherjee and it may be pointed out that there is none else, who has objected at every stage to the licence granted to the applicant, and also made applications, which were rejected for the purpose of taking possession of the properties and assets of the company claiming them to be their properties. Therefore, all the objectors are interested parties and the only question the court has to decide in this case is whether the discretion should be exercised in favour of the applicant having regard to the specia ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... and the same is not bona fide but purely motivated and particularly" the said Sri Hridaya Das, an ex-employee, has been set up by the ex-management alleging to represent some of the ex-workers and I am also satisfied that the statements made by him are not correct as all the ex-employees of the company whom he alleges to represent are not alive and those are engaged in the sister concerns of the ex-management. So the ex-management is interested by money power to get back the said assets of the company and destroy the achievement and progress the applicant-co-operative society has made with great labour with assistance of I.R.C.I. and the Govt. of West Bengal, Chloride India Ltd. and other government concerns both Central and State. The court cannot by its order destroy an industry which has been built up by the industry, labour, application and mobilisation of resources by the applicant-society after the lease was granted. As a special case having regard to the peculiar circumstances in this particular matter the court should exercise its discretion in favour of granting the application in a modified form to sell the assets of- the company to the applicant-society by private tre ..... X X X X Extracts X X X X X X X X Extracts X X X X
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