9911796707
TMI Blog2011 (12) TMI 272X X X X Extracts X X X X X X X X Extracts X X X X ..... 1/- each. The Paid up Share Capital of the respondent company is Rs. 5,00,000/- (Rupees five lakhs only) consisting of 5,00,000/- (Five lakhs) equity shares. 5. The respondent is a Dubai World Group company, a global integrated real estate master developer specialized in master planning large scale, balanced mixed-use communities and waterfront developments. The respondent company has business at Middle East, North America. Europe, South Asia and the Far East. 6. The petitioner was appointed by the Dubai World Group Company as a Regional Director and Chief Executive Officer, Limitless covering India. Srilanka, Maldives, Mauritius, Bhutan, Bangladesh and Nepal on 1-2-2008. to be based at Bangalore in India, corporate office Head Quarters for South Asia. As per the Contract of Employment between the Dubai World Group company and the petitioner, the petitioner is entitled for Dh. 1,60,000 per calendar month, net of taxes/post-tax. Apart from that, he is entitled for the accommodation, transportation, bonus, telephone facilities, medical bills, sick leave and equity participation of the respondent-company. As per the Contract of Employment, he was asked to report to the CEO, Limitle ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ught for some suggestions. Inspite of the reply given by the petitioner, tile respondents have terminated his services w.e.f. 30th August 2008 without issuing notice in violation of the Contract of Employment. 9. The petitioner has contended that as per the Contract of Employment, he is entitled for 12 months salary in lieu of notice and also 12 months salary towards severance benefit. He is also entitled for the bonus equivalent, to six months salary. Further he is entitled for 27 days leave allowance and other facilities like medical bills, gratuity, annual Air Tickets, telephone facilities and Club Membership. In all, he claimed a sum of Rs. 13,93,93,333,33 (Rupees thirteen crores ninety three lakhs ninety three thousand three hundred and thirty three and thirty three paise) towards his termination benefits. Apart from that he is entitled to receive 0.2% of fully diluted paid up share capital of the Company upto and including the IPO, without, any vesting period. In spite of the repeated requests and the reminders, the respondent-company has failed to make payment as per the Contract of Employment. The respondent-company did not bothered to reply the petitioner with regard to t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Hence, the petitioner has not complied with the requirement under Section 434(1)(a) of the Companies Act and the company petition is not maintainable. Further, the claim made by the petitioner is on the basis of the imaginary calculation without any basis, without taking into consideration the clauses contained in the Contract of Employment. As discussed with the petitioner by Mr. Saeed Ahmed Saeed (CEO Limitless LLC) and Mr. Abdulla Al Janahi (Head, Corporate Services) on 24th and 25th of August 2008 at Dubai, the performance of the petitioner was not upto the mark. He was offered some other job, but he did not give his consent, for the same. Accordingly, lie has been terminated from service on 30th August 2008 and also informed him that he was entitled for the pay in lieu of notice in accordance with the Contract of Employment. He was called upon to return the files and other documents. In spite of repeated requests, the petitioner failed to fulfil the HR formalities and to return the files. Further, as per the letter dated 1-4-2009, the proposal for settlement of termination benefits has been sent to the petitioner as per Annexure-I. However, the petitioner has not accepted for ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ioner is due to the respondent in a sum of Rs. 35,62,699/- (Rupees thirty five lakhs sixty two thousand six hundred and ninety nine only). After deducting the said amount, the remaining amount of Rs. 1,94,77,301/- has been paid to him. The deduction of Rs. 35,62,699/ is in respect of non-submission of the bills towards the expenditure incurred by him. If the petitioner make available the bills for Rs. 35,62,699/-, the deducted amount will also be made good to him. Learned counsel for the respondent further contended that the defence set up by the respondent has a substantial ground in view of the law laid down by the Hon'ble Supreme Court in the case of IBA Health (I) (P.) Ltd. v. Info Drive System SDN. BHD. [2010] 104 SCL 367 the petitioner is not entitled for any relief and sought for dismissal of the same. 13. Sri. S.S. Naganand, learned Senior Counsel appearing for the petitioner contended that without any valid reasons and without issuing notice to the petitioner, his services have been terminated on 30th August 2008. Prior to the appointment with the respondent-company, he was working in a pensionable job in the World Bank at Washington D.C. He was offered salary of Dh. 1,60 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the Hon'ble Supreme Court referred to above, the petitioner is entitled for the relief of admission, of this petition and also advertisement for the purpose of winding up of the respondent-company. 14. Sri A. Murali, learned counsel appearing for the respondent-company contended that as per the Contract of Employment, the petitioner is entitled for the termination/severance benefit of 12 months salary in the event of unilateral termination by the company and he is not entitled for any other benefits. Further the said benefit was offered to the petitioner and the petitioner has not availed the same by fulfilling the HR formalities and returning the original files and also not submitted the bills with regard to the expenditure incurred. In view of that, an amount of Rs. 35,62,699/- was deducted in the total sum of Rs. 2,30,40,000/- and the balance amount has already been paid to the petitioner. The other claims made by the petitioner is not a genuine one and the petitioner is not entitled for any other claim than the claim already settled by the respondent and the respondent disputed the other claims made by the petitioner. The defence set up by the respondent is a substantial defen ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... itled to claim any other benefits. Accordingly, they have agreed to pay a sum of Rs. 2,30,40.000/- towards 12 months salary deducting Rs. 35,62,699/- towards the amount recoverable for not submitting the bills and paid a sum of Rs. 1,94,77,301/-. The respondent disputed the claim made by the petitioner in respect of other claims. Whether the petitioner is entitled for other benefits apart from 12 months salary is a disputed question and it has to be decided by the appropriate court or in the appropriate forum and the Company Court cannot decide the dispute whether the petitioner is entitled for other claims apart from 12 months salary as per the Contract of Employment. The Hon'ble Supreme Court in Madhusudan Gordhandas & Co. case (supra) clearly held that : "If the debt is bona fide disputed and the defence is substantial one, the court will not wind up the company. The court has dismissed a petition for winding up where the creditor claimed a sum for goods sold to the company and the company contended that no price had been agreed upon and the sum demanded by the creditor was unreasonable." Further, the Hon'ble Supreme Court in a recent judgment in IBA Health (I) (P.) Ltd. (supr ..... X X X X Extracts X X X X X X X X Extracts X X X X
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