TMI Blog2020 (8) TMI 342X X X X Extracts X X X X X X X X Extracts X X X X ..... ], which was a consent order, that the parties chartered a course of action for further litigation and the path chosen was to have the entire dispute decided before the then CLB (now NCLT). In fact, it was the Petitioner Group which had put forth before the Supreme Court that once the Company Petition is decided, the connected issues of the alleged illegalities in the various Board Meetings would be taken care of, including allegations qua AGM held on 30.09.2006 - It is not disputed by Mr. Khosla that the NCLT is even currently seized of the Petitions/ Applications, as referred to in the order of the Supreme Court, between the two Groups. Thus in the light of the order of the Supreme Court in MR. VIKRAM BAKSHI ORS. VERSUS MS. SONIA KHOSLA (DEAD) BY LRS. [ 2014 (5) TMI 749 - SUPREME COURT ], it is not proper for this Court to entertain the present Petition at this stage. Petitioner may approach the NCLT, in accordance with law, if so advised. In all probability once the proceedings pending before the NCLT end, the creases shall be ironed out with respect to the EGM also. Nonetheless, in case the issues raised herein still survive after the proceedings end before NCLT, it sha ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... t to remove the Directors, who were, nominees of the Bakshi Group, from the Board of Directors of the Company. 6. Mr. Vineet Khosla also filed an application claiming himself to be the Director of the Company and alleging that Mr. Wadia Prakash and Mr. Vinod Surah (Bakshi Group) had ceased to be the Directors of the Company on 30.09.2006, as they were not confirmed in the said Annual General Meeting (AGM) of the Company. On this ground the subsequent appointment of Mr. Vikram Bakshi, by them, was also questioned. 7. On 18.12.2007, according to the Khosla Group a meeting of the Company was held by Ms. Sonia Khosla and Vineet Khosla, wherein Mr. Deepak Khosla and Mr. R.K. Garg were appointed as the Directors of the Company and Board of the Company allotted 6.58 lakhs equity shares to eleven persons of the Khosla Group. Bakshi Group naturally took a stand that this meeting was illegal and consequently Mr. Wadia Prakash and Mr. Vinod Surah continued to be the Directors and appointment of Mr. Vikram Bakshi by them, was valid. 8. The Company Law Board (CLB), on 31.01.2008 directed maintaining of status quo with regard to the shareholdings and the Directors of the Company as on 1 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to her, she was in London on the said date. Copies of the passport of Ms. Sonia Khosla showing her departure for London on 16.09.2006 and arrival in India on 03.10.2006. 13. In Crl. Misc. (Co.) No. 3/2008, this Court passed an order on 15.02.2010 directing Registrar (Vigilance) to conduct an enquiry into the genuineness of the Minutes of the AGM dated 30.09.2006, which order was challenged by the Bakshi Group in Supreme Court in SLP (Crl.) No. 6873 of 2010. 14. Co. Appeal (SB) No. 23/2009 was filed by Mr. R.K. Garg who was aggrieved by his removal as a Director due to the interim order of the CLB. Vide Order dated 13.04.2010 this Court stayed the CLB order to the extent it cancelled the shareholdings of Mr. Garg and his Directorship. This order of 13.04.2010 was also challenged before the Supreme Court by the Bakshi Group in SLP(C) No. 23796-23798/2010. 15. In the meantime a Contempt Petition was also filed before this Court being C.C.P. (Co.) No. 1/2009 alleging willful disobedience of the Orders passed by this Court on 11.04.2008 in Co. Appeal (SB) No. 7/2008 and the Order dated 22.04.2008 in Co. Appeal (SB) No. 6/2008. This petition was withdrawn on 05.11.200 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... with the aforesaid course of action suggested by Mr. Cama. We are happy that at least there is an agreement between both the parties on the procedural course of action, to give quietus to the matters before us as well. In view of the aforesaid consensus, about the course of action to be adopted in deciding the disputes between the parties, we direct the Company Law Board to decide Company Petition No. 114 of 2007 filed before it by Ms. Sonia Khosla within a period of six months from the date of receiving a copy of this order. Since, it is the CLB which will be deciding the application under Section 340 Cr. PC filed by Ms. Sonia Khosla in the CLB, High Court need not proceed further with the Criminal Misc. (Co.). No. 3 of 2008. Likewise the question whether Mr. R.K. Garg was validly inducted as a Director or not would be gone into by the CLB, the proceedings in Co. Appeal No. (SB) 23 of 2009 filed by Mr. R.K. Garg in the High Court, also become otiose. 22. The only aspect on which some directions need to be given are, as to what should be the interim arrangement. The Bakshi Group wants orders dated 31.1.2008 passed by CLB to continue the interregnum. The Khosla Group on the oth ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... .2014 would show that the Supreme Court has specifically directed that the High Court need not proceed further with the present Crl.M (CO.) 3/2008. 15. By the present application, the petitioner herein has submitted that further proceedings in the main petition have been transferred to the Company Law Board/NCLT in view of the judgment of the Supreme Court dated 8.5.2014 in SLP (Crl.) No.6873/2010 titled as Vikram Bakshi Ors. vs. Sonia Khosla (Dead) By LRs . Yet he submits that this court would continue to have jurisdiction to adjudicate contempt arising out of orders passed by this court. Reliance is placed on the judgment of the Supreme Court in the case of Tayabbhai M. Bagasarwalla and another vs. Hind Rubber Industries Pvt. Ltd., AIR 1997 SCC 1240 . He also submits that issue of limitation would not arise in the present case as proceedings have been initiated under Article 215 of the Constitution of India. Reliance is also placed on judgment of this Court in Ram Phal and Ors. vs. B.S.Bhalla and Ors., 112(2004) DLT 193 and judgment of the Supreme Court in Subramanian Swamy vs. Arun Shourie, (2014) 12 SCC 344. 16. Learned counsel appearing for the respondents ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to a further tenure in AGM held on 30.09.2006 and this Court had even ordered an inquiry vide order dated 15.02.2010. Various other alleged contradictions/false statements have been pointed out during the arguments by Mr. Khosla. Relevant it would be to extract a portion from the pleadings in the present petition as under:- That the 5 false statements made by Prospective Accused No. 2 (Mr. Vinod Surha) in pleadings drafted by Prospective Accused No. 1 (Advocate Anand Mohan Mishra) are to the effect that: a) He (Mr. Vinod Surha) and Mr. Wadia Parkash were elected as Regular Directors in the EGM held on 28-6-2006; this is in stark contrast to their previous stand taken in CA No. 1 of 2008 to the effect that they were elected to further tenure in the AGM held on 30-9-2006, and for which this Hon'ble Court, as per its order dated 15-2-2010 passed in Crl. Misc. (Co.) No. 3 of 2008, has already directed the Registrar (Vigilance) of the Hon'ble Delhi High Court to cary out a Preliminary Enquiry . From the very fact that they have claimed in CA No. 1 of 2008 that they were elected in the AGM allegedly held on 30-9-2006 further proves that no EGM took place on 28-62 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ically linked. 22. It is apparent from the order passed by the Supreme Court, which was a consent order, that the parties chartered a course of action for further litigation and the path chosen was to have the entire dispute decided before the then CLB (now NCLT). In fact, it was the Petitioner Group which had put forth before the Supreme Court that once the Company Petition is decided, the connected issues of the alleged illegalities in the various Board Meetings would be taken care of, including allegations qua AGM held on 30.09.2006. In this light Supreme Court directed the CLB to decide the Co. Pet. No. 114/2007 as also the Application under Section 340 Cr.PC. Apposite would it be to emphasize that the Supreme Court categorically directed the High Court not to proceed with Crl. Misc. (Co.) No. 3/2008 and the said petition has been dismissed by this Court, in the light of the observation of the Supreme Court. 23. It is not disputed by Mr. Khosla that the NCLT is even currently seized of the Petitions/ Applications, as referred to in the order of the Supreme Court, between the two Groups. Thus in the light of the order of the Supreme Court, it is not proper for this Court t ..... X X X X Extracts X X X X X X X X Extracts X X X X
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