TMI Blog2021 (4) TMI 578X X X X Extracts X X X X X X X X Extracts X X X X ..... nds into the Company, so that the operations of the Company can be carried out. The Company can incur fresh indebtedness/loans for the purpose of carrying on its business operations and avail the credit facility offered by the Janata Sahakari Bank. It is understood that the pickles and condiments offered by the Company have substantial market share and are sought after by customers - it is convincing and confident that once the Company resumes its operations it can take care of its liabilities and service its debts. Application allowed. - CA No. 1004 of 2020 CP No. 26/241/MB/ of 2018 - - - Dated:- 26-3-2021 - Janab Mohammed Ajmal, Hon ble Member Judicial And Ravikumar Duraisamy, Hon ble Member Technical For the Applicant : Mr. Sameer Pandit, Advocate along with Ms. Sarahh Khambate i/b Wadia Ghandy For the Respondents : Mr. Mahesh Athawale, PCS along with Ms. Anagha Anasingaraju i/b Kanj Associates ORDER Per : Janab Mohammed Ajmal, Hon ble Member Judicial The Respondent Nos. 1 to 5 to the Company Petition have preferred this Application seeking permission to avail loans and credit facilities to carry on the business of the Applicant No. 1 Company. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Company is one third, as per original distribution of shares in the family. c. To direct valuation of the shares of the Company and to direct the Respondents to purchase the shares of the Petitioners at a fair value. d. Such further and other reliefs as the nature and circumstances of the case may require as this Hon ble Bench may consider fit. 4. The Company Petitioners moved Company Application No. 190 of 2015. The Company Law Board by order dated 15th February 2016 inter alia passed the following order: It is admitted case of the parties that this Company has been doing the business of making masala/pickles and there are already two properties which have been sold establishing a factory for the aforesaid purpose. There is neither any proposal to further sell any immovable property of the company not any immediate necessity. The interests of the Company must be protected particularly when already two prime properties stand sold. Therefore, in order to facilitate adjudication of the petition I deem it just and equitable to direct Respondent No. 1 Company to maintain status quo with regard to fixed assets with a rider that if any such necessity is felt to aliena ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ing the name of the outgoing tenant and the proposed transferee and the consideration payable to the Company. ii. Within 14 days of receipt of the Notice of Transfer, Respondent Nos. 1 to 3 shall have the right to propose in writing the name of any third-party transferee not related to Respondent Nos. 1 to 3, who would be willing to acquire the tenancy on the same terms and for consideration that is at least 5% higher that the consideration set out in the Notice of Transfer. Such proposal shall be accompanied by a written and unconditional offer from the proposed transferee to the Company ( Counter Offer ). iii. Upon receipt of any such proposal from Respondent Nos. 1 to 3, the Company shall be at liberty to accept or reject the Counter Offer. In the event that Company rejects the Counter Offer, it shall not transfer the same tenancy without issuing a fresh Notice of Transfer, following the procedure set out in (i) and (ii) above. iv. In the event Respondent Nos. 1 to 3 fail to respond with a valid Counter Offer to the Notice of Transfer within 14 days from the receipt of the Notice of Transfer, the Company shjall be at liberty to transfer the tenancy to any unrelate ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the Company would not be able to restart its operation post lockdown. The earlier order would indicate that the learned CLB and the Hon ble High Court of Bombay have realized the need for outside funding and have accordingly passed the order indicate supra. 9. Meanwhile Janata Sahkari Bank Limited, Pune has agreed to grant a credit facility of ₹ 6.90 Crores to the Company. The Applicant No. 1 accordingly, filed MA No. 4114 of 2019 seeking permission of this Tribunal to avail the credit facility. The matter was scheduled for hearing on 24th March 2020. It could not be heard due to the lockdown. The Application is pending. 10. The security cover requested under the new facility from the Janata Sahkari Bank would be less than the existing security cover under which credit facility has been availed. The new facility has potential for the Company and would help the Company to gain liquidity. That should also take care of the expenses the Company in presently incurring. It is likely to unencumber some properties of the Company held as the security under the old facility. Unless the Company is permitted to raise outside funding from the Bank named above, its operations and bus ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... life including trade, commerce and business operations. It would accordingly not be unusual to assume that the impact thereof has also been felt by the Company. As can be discerned from the earlier orders of the CLB as well as of the Hon ble High Court of Bombay, the interest of the Company has to be of paramount consideration and needs to be protected. The CLB as well as the Hon ble High Court have at different times have felt the need for infusion of funds into the Company, so that the operations of the Company can be carried out. Therefore, in our considered opinion the Company can incur fresh indebtedness/loans for the purpose of carrying on its business operations and avail the credit facility offered by the Janata Sahakari Bank. It is understood that the pickles and condiments offered by the Company have substantial market share and are sought after by customers. Thus, we are confident that once the Company resumes its operations it can take care of its liabilities and service its debts. Hence ordered. ORDER The Application be and the same is allowed on context. The Applicant No. 1 Company is permitted to avail secured and unsecured loans to further its business in ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
