TMI Blog2021 (1) TMI 1271X X X X Extracts X X X X X X X X Extracts X X X X ..... the applicant had received substantial amount of Rs.10,00,00,000/- towards principal outstanding at the time of signing the Consent Terms and Rs.1,00,00,000/- less applicable TDS towards interest and thus the balance outstanding was Rs.1,00,00,000/- only. Therefore, this application needs to be dismissed and there is no wrong committed by the RP in deciding upon the claim of the applicant. Application dismissed. - M.A. NO. 500 OF 2020, C.P. (IB) No. 2714 OF 2018 - - - Dated:- 7-1-2021 - Hon ble Shri. H.V. Subba Rao, Member (Judicial) and Hon ble Shri. Shyam Babu Gautam (Member Technical) For the Applicant: Adv. Mohammed Zain Khan For the Resolution Professional: Senior Counsel Mr. Zal Andhyarujina ORDER Per: Hon ble Shri. Shyam Babu Gautam 1. This is a application filed by TechEngg Project Services Equipments (India) Private Limited against Mr. Jayesh Sanghrajka, who is the Resolution Professional of Ariisto Developers Pvt. Ltd. (hereinafter called as the Corporate Debtor ) seeking the following reliefs: i. To set aside the decision of the RP partially rejecting the claim of the applicant and direct him to admit the claim of applicant in entire ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... here was a breach of Consent Terms. v. According to the Consent Terms, the Corporate Debtor was to pay a total sum of Rs.12,00,00,000/- towards full and final settlement of the dispute. However, as captured in Clause 1(h), the dispute pertaining to deduction of TDS was to be settled within a period of 15 days from the date of Consent Terms. The disputed amount in terms of Clause(h) was only Rs.20,00,000/- towards deduction of TDS if applicable at alland the remainder of Rs.1,80,00,000/- was admitted by the parties in any case whatsoever. However, the Chartered Accounts of both the Applicant as well as the Corporate Debtor discussed the TDS issue and came to the conclusion that no TDS was required to be deducted by the Corporate Debtor. But the Corporate Debtor raised an unnecessary demand for furnishing a certificate as provided in Form 26A (Rule 31 ACB) of the Income Tax Rules, 1962. To this, the counsel for the applicant had replied via email dated 17.08.2018 stating that the entire dispute pertaining to TDS stands resolved as discussed between the Chartered Accountants of the parties and no certificate under Form 26A(Rule 31ACB) was required. There was no reply by the Corpora ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ause of action cannot be construed in such an event and cannot be merely limited to breach of settlement agreement. Therefore, it is essentially a matter of interpretation by the Court of the Consent Terms to determine whether the intention of the parties is clear that by execution of the Consent Terms, the original cause of action is discharged. 5. He further stated that a conjoint reading Clause 1(b) and 1(c) of the Consent Terms has to be accorded and upon such a conjoint reading, it appears that the intention of the parties is that only upon the receipt of payment of full and final settlement amount of RS. 2,00,00,000/- against interest due, the settlement agreement comes to full effect and the original cause of action would stand discharged as until then all the documents in relation to which the cause of action has arisen is kept in escrow. Clause 1(c) makes it categorical that handing over of the documents to the Corporate Debtor is to take place only when the full and final settlement amount of Rs.2,00,00,000/- against interest due is received by the applicant. 6. The senior counsel appearing for the RP has denied all the contentions levied against the RP stating that ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he Applicant had settled their claims and all disputes by entering into Consent Terms during the course of proceedings in CP 425/2018 wherein the Corporate Debtor had agreed to pay Rs. 10,00,00,000/0- towards the principal liability and Rs. 2,00,00,000/- towards full and final settlement of interest in the manner provided in the Consent Terms. On bare reading of the Consent Terms, specially clauses 1, 1(a), 1(b), 4, 5 and 6, it is apparent that the parties had entered into the aforesaid Consent Terms with an intention of full and final settlement of all their disputes including but not limited to the one arising out of or in connection to CP 425/2018. 12. He further stated that nowhere in the Consent Terms it is mentioned that the applicant would be entitled to claim an alleged amount of Rs. 6,52,95,183/-. Rather, Clause 1(k) of the Consent Terms provides that in case of default in Corporate Debtor s payment, the Applicant shall be entitled to revive all proceedings in relation to payment of Rs. 2,00,00,000/- (Rupees Two Crores Only) or any part thereof as may be left outstanding, which shall be withdrawn at present in pursuance to the execution of the Consent Terms and also tak ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ly and therefore, the applicant s claim of Rs.6,52,95,183/- is unreasonable, baseless and hence, inadmissible in the light of the Consent Terms entered into by the applicant and the Corporate Debtor. 16. Further, regarding the second issue of the applicant i.e. the Security available with the Applicant against such claim, the Senior Counsel for the RP stated that Clause 1(b) of the Consent Terms provides that upon receipt of the principal amount of Rs.10,00,00,000/-, the applicant would have to forthwith give up all the rights arising out of all Deeds, Agreements Documents, Negotiable Instruments, Memorandum of Understanding etc. executed by the Corporate Debtor in the captioned matter. And as the applicant has admittedly received the aforesaid principal amount upon signing of the Consent Terms, the applicant is barred from claiming security interest. 17. The Senior Counsel for the RP further stated that the copies of the letters submitted to the RP by the applicant vide email dated 26.05.2019 are nothing but not only various correspondences between the applicant and the Secretary of the Society wherein the aforesaid 15 Flats of the Corporate Debtor are situated and the same ..... X X X X Extracts X X X X X X X X Extracts X X X X
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