TMI Blog2023 (4) TMI 1201X X X X Extracts X X X X X X X X Extracts X X X X ..... aintain status quo by orders dated 16.07.2007 and 07.09.2007 respectively and the said status quo order continued till the disposal of the said SLPs. The NCLT has rightly considered the facts and circumstances of the case that the order in CP No. 4 of 2005 dated 01.07.2005 was upheld upto the Hon ble Supreme Court of India and hence the NCLT cannot modify or cancel the same. The observation of the Hon ble Supreme Court of India while dismissing the civil appeals to the extent that it would be open for the appellant to agitate the subsequent events before the concerned forum cannot empower to the Tribunal to modify the order which was upheld by the Hon ble Supreme Court of India. On the other hand, the observation let the proceedings be concluded as far as possible within one year amounts to a direction for proper compliance of the order dated 01.07.2005 passed in CP No. 4 of 2005. There are no merit in both these Appeals to interfere with the common order impugned dated 06.10.2021 passed by the National Company Law Tribunal, Chandigarh Bench, Chandigarh - impugned order is hereby affirmed - appeal dismissed. - Company Appeal (AT) No. 04 of 2022 Company Appeal (AT) No. 0 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... was dismissed by the Tribunal. 3. Both the instant Appeals were heard together. 4. The brief facts giving rise to the instant Appeals are as follows: i) The Appellant No. 1 Morepen Laboratories (the Company ) had filed CA No. 785 of 2019 seeking modification of the original order dated 01.07.2005 passed by the CLB directing appointment of two Government Directors on the Board of Morepen (the CLB order dated 01.07.2005) has been dismissed. The aforesaid application was filed by the Appellant No. 1 specifically in terms of the liberty granted by the Hon ble supreme Court vide order dated 09.07.2019 to place subsequent developments before the authority (negating the continued necessity for appointment of Government Directors on the Appellant No. 1 s Board) these being inter alia the subsequent undisputed financial turn-around of the company, payment of monies to the erstwhile Fixed Deposit holders etc. all of which constituted subsequent facts/events negating any need now for such Government directors. ii) When notice of motion was issued in CA 785 of 2019 and the Respondent instead of filing a response to the said application preferred CA 1207 of 2019 for initiation of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the upper gastrointestinal tract), and Loratadine (an antihistamine used to treat symptoms such as itching, runny nose, watery eyes, and sneezing from allergies). In order to fund the requisite investments in plant and machinery, the Appellant No. 1 (like any other company would availed of loans (from the then nascent debt market in India), including short-term finance at very high interest rates from several banks and financial institutions. The Appellant No. 1 apart from borrowing from banks and financial institutions also invited fixed deposits from various individual investors in order to fund its expansion. v) With time, the Appellant No. 1 moved to production of various Pharmaceutical Ingredients (APIs) comprising of Fexofenadine (an antihistamine used to treat symptoms such as itching, runny nose, watery eyes, and sneezing from allergies), Atorvastatin (a statin medication used to prevent cardiovascular disease), Montelukast (is a leukotriene inhibitor that is used to prevent asthma attacks in adults and children over 2 years of age), Csapride (is a gastroprokinetic agent that increases motility in the upper gastrointestinal tract), and Zafirlukast (is a leukotriene recep ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Fever- X (fever reducer), Option72 (emergency contraceptive), Dabgel (antacid), More Vital+ (dietary supplement), Exygra (treatment for premature ejactulation), QuickChek (pregnancy test kit), etc. The successful entry of the Appellant No. 1 into the clinical devices business and the development of the over-the-counter brand Dr. Morepen energized the efforts of the Appellant No. 1 and sustained the Appellant No. 1 through the liquidity crunch caused by the price crash of Loratadine as explained below. vii) By the late 90s, the Appellant No. 1 was focusing its energies on new generation high value molecules and at the top of its list was Loratadine (an antihistamine used to treat symptoms such as itching, runny nose, watery eyes, and sneezing from allergies). The patent for Loratadine was owned by Schering- Plough Corporation of United States of America (now merged with Merck Co.). The patent of Loratadine was supposed to expire in 2000. The Appellant No. 1 had secured USFDA approval in 1999 and had its eyes set on the looming expiration of the Loratadine patent which would have enabled it to sell exclusively in USA for a period of six (6) months. The same would have generated ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s and a board resolution was passed stating the same on 8.3.2003. The twin efforts were aimed at resolving the liquidity crunch of the Appellant No. 1 and to ensure that the fixed deposit holders are repaid. Unfortunately, before the GDR proceeds could be released for use of the Appellant No. 1, the Hon'ble Debt Recovery Tribunal- II, Delhi [hereinafter DRT ] vide its order dated 29.4.2003 passed in O.A. No. 37/2003 restrained the Appellant No. 1 from dealing, transferring, or parting which such GDR proceeds at the behest of The Bank of Nova Scotia (a Canadian Bank which acted contrary to the interest of the Appellant No. 1, the other lenders, and the fixed deposit holders). x) Due to the financial and legal constraints outweighing the Appellant No. 1's efforts to ensure continued repayment of matured fixed deposits, the Appellant No. 1 was unable to repay the matured FD amount to the fixed deposit holders after October, 2002. Consequently, the CLB, upon receiving complaints from some Fixed deposit holders took suo motu cognizance of the matter. On 12.6.2003, after due deliberations and hearings before the Hon'ble CLB, the Appellant No. 1 submitted a repayment schem ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ectors the grounds for which no longer exists and some of such complaints them have been compounded, for the purpose of completeness only. On 10/11.6.2004, the Appellant No. 1 filed Re: Morepen Laboratories Limited, Company Petition No. 5/2004 under Section 391(1) of Old Act, in order to repay its debts, before Hon'ble High Court of Himachal Pradesh at Shimla seeking directions for convening a meeting of various classes of creditors i.e. lending banks financial institutions (secured creditors) and members of the Appellant No. 1 for approval of a scheme of arrangement and compromise [hereinafter the S. 391 Revival Scheme ] between the Appellant No. 1 and its members, various classes of creditors i.e. lending banks financial institutions (secured creditors), fixed deposit holders, vendors and others (unsecured creditors). xii) The Hon'ble High Court of Himachal Pradesh vide order dated 28.6.2004 directed the Appellant No. 1 to convene meetings of various classes of creditors i.e., lending banks financial institutions (secured creditors), fixed deposit holders, vendors, and others (unsecured creditors) and members of the Company for the consideration and approval of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d subsequently. Further, consequent upon the said settlement with the lending banks/financial institutions, various company appeals pending before Hon'ble High Court of Himachal Pradesh against the orders dated 28.6.2004 and 2.8.2005 were disposed of as being infructuous vide order dated 28.4.2008. xiv) In June 2008, the Appellant No. 1 moved Re: Morepen Laboratories Limited, C.A. No. 23/2008 u/s 391(1) of the Old Act read with Rule 9 of the Company Court Rules, 1959 for modification of the scheme of arrangement proposed earlier (necessitated by the fact that the banks and financial institutions had been settled and paid under corporate debt restructuring (CDR) package and were therefore out of the scope of any further compromise or arrangement). While the earlier scheme was composite in that it sought a restructuring of debts qua both the fixed deposit holders and the banks and financial institutions, the later one only related to fixed deposit holders and proposed issuance of equity shares to the said deposit holders wherein each deposit holders would forego 25% of his/her principal and the accrued interest and would receive shares for 75% of the principal with the share p ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ompanies Act, 2013 and the constitution of the NCLT, the matter pending before the Ld. Single Judge of the Hon'ble High Court of Himachal Pradesh came to be transferred to the Hon'ble NCLT which vide its order dated 12.3.2018 dismissed the Appellant No. 1's S. 391 Revival Scheme. The Appellant No. 1 was directed to cancel the 9,24,90,413 (Nine Crore Twenty-Four Lac Ninety Thousand Four Hundred and Thirteen) shares that had been issued to the 82,231 (Eighty-Two Thousand Two Hundred and Thirty-One) fixed deposit holders and had been listed on the stock exchanges and in lieu of cancellation repay monies to the fixed deposit holders within three months. An exception, however, was carved out for those shares that had already been traded/transferred in by the recipients. This despite the Appellant No. 1 repeatedly contending that fixed deposit holders would not come forth as they were sitting on gains and even some fixed deposit holders coming forth stating they did not want to return their shares. The Appellant No. 1 was constrained to approach this Hon'ble Tribunal against the Hon'ble NCLT's judgment dismissing the S. 391 Revival Scheme and this Hon'ble Trib ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e was published on 27.7.2020 in two leading newspapers viz., Financial Express (English) and Jansatta (Hindi). After keeping the exercise of cancellation of shares of eligible Fixed Deposit Holders open for nearly two years, the Appellant No. 1 also published public notice dated 28.7.2021 in two leading newspapers viz., Financial Express (English) and Jansatta (Hindi) announcing the closure of such exercise. Through individual communications as well as the public notice, the shareholders were informed that the shares as held by them were liable to be cancelled and they were entitled to monies in lieu thereof in terms of the judgment of this Hon'ble Tribunal. As a further matter of spreading the information about the judgment of the Hon'ble Tribunal, the Appellant No. 1 updated its website (www.morepen.com) and added a tab FD Holders for the purpose of ease and ready reference of fixed deposit holders. xix) Despite the three-month period granted by this Hon'ble Tribunal having elapsed and only a few Fixed Deposit Holders coming forward for surrender/cancellation of shares, the Appellant No. 1 kept the option of cancellation of shares in lieu of monies open in the in ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s held by FD Holder (On BSE) [March 2021 to October 2021] and the price offered by the Appellant No.1 upon surrender for cancellation of shares. xx) During the pendency of the Section 391 Revival Scheme, the Respondent preferred the instant petition i.e. CP No. 4 of 2005 on 07.01.2005 under Section 408 along with sections 397 398 of the Act, before the Hon'ble CLB for appointment of six Government appointed Directors on the Board of the Company. At this stage it is pertinent to note that in these proceedings, the Appellant No. 1 itself without prejudice to the rights and contentions also gave a proposal for inducting independent [non- Government nominee] Directors. The Appellant No. 1 has thus, always acted bonafide and according to the demands of the time within the four corners of law. A copy of the proposal for appointment of additional independent directors submitted by the Appellant No. 1 before the Hon'ble Company Law Board in Union of India v. Morepen Laboratories Limited and Ors., Company Petition No. 4/2005. The CLB vide judgment dated 1.7.2005 partially allowed the prayer of the Respondent herein and directed appointment of two (2) government directors rather ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 5 (filed by the Respondent-Union of India). Vide this order dated 17.05.2007, the Hon'ble High Court directed the Appellant No. 1 to hold a meeting of Board of Directors within two months from the date of the said udgment and appoint the two Government Directors (the Hon'ble High Court Order). xxii) Being aggrieved the Appellant No. 1 challenged the order and judgment dated 17.05.2007 passed by the Hon'ble High Court before the Hon'ble Supreme Court in SLP No. 11189 of 2007. The Respondent also similarly preferred SLP No. 15493 of 2007, being aggrieved that against their prayer for appointment of 6 Government Directors, only two Government Directors were directed to be appointed. These two SLPs were clubbed together for hearing. The Hon'ble Supreme Court vide its order dated 16.07.2007 passed in SLP No. 11189 of 2007 (filed by the Appellant No. 1) directed maintenance of status quo in respect of appointment of Government Directors, which was extended further vide order dated 07.09.2007. The status quo order dated 7.9.2007 passed by the Hon'ble Supreme Court of India in Union of India v. Morepen Laboratories Limited, S.L.P. (C) No. 15493/2007. Vide order date ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... dified. It is relevant to note that not only did the Appellant No. 1 make out a specific case that there was longer any rationale/ necessity to have the Government Directors appointed but even as far as the repayment of monies to the erstwhile FD holders were concerned, even this has been completed by the Appellant No. 1. The Appellant No. 1 specifically placed on record its statutory auditor's report dated 14.07.2018 reflecting its updated (zero) debt status as on date of filing of the CA 785/2019. On 30.07.2019 the Respondent issued communication furnishing the names of two persons to be appointed as Government Directors on the board of the Appellant No. 1. This was duly responded to by the Appellant No. 1 vide its letter dated 09.08.2019 explaining that the Appellant No. 1 intended to place on record subsequent events before the Hon'ble NCLT, Chandigarh in terms of the liberty granted by the Hon'ble Supreme Court vide order dated 09.07.2019. xxv) In light of the above facts the dispute between the parties pertains to direction of the Hon'ble CLB in its order dated 01.07.2005 and whether such order can be said to be necessary view of the subsequent developments ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... iterated on 07.09.2007. These Special Leave Petitions were converted into Civil Appeals after grant of leave vide order dated 09.04.2010 [CA 3166/2010 filed by the Petitioner - Union of India and CA 3166/2019 filed by the Respondent - company] and again the status quo order came to be continued. These proceedings came to be finally disposed off by the Hon'ble Supreme Court vide order dated 09.07.2019 and applying the doctrine of merger, the erstwhile order dated 01.07.2005 passed by the Hon'ble CL.B stood fully merged with the final order dated 09.07.2019 passed by the Hon'ble Supreme Court. Hence (assuming while denying that there is any contempt of court by the Appellants) contempt, if any, is that of the final order dated 09.07.2019 passed by the Hon'ble Supreme Court and not of the NCLT thereby denuding the NCLT from any jurisdiction in the matter. It is settled law that the power to punish for its own contempt is exclusive to the Supreme Court under Article 129 read with Article 142 of the Constitution of India [Supreme Court Bar Association v. Union of India (1998) 4 SCC 409 Para 21, 38// R.P. Vaghela v. State of Gujarat Ors (Full Bench) 2002 SCC Online Guj. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... is no deliberate flouting of the orders of the court but a mere misinterpretation of the executive instructions, it would not be a case of civil contempt (Ashok Kumar Singh v. State of Bihar). iv) It is settled that even if there is a misinterpretation of executive instructions it would not be a civil contempt. The Hon'ble Supreme Court in Indian Airports (supra) held that action based on an interpretation of its own order cannot be said to amount to wilful disobedience of the orders of this Court. The relevant paragraph is reproduced below: 11. In our view, these rival contentions involve an interpretation of the order of this Court, the notification and other relevant documents. We are not deciding in this contempt case whether the interpretation put forward by the respondents or the petitioners is correct. That question has to be decided in appropriate proceedings. For the purpose of this contempt case, it is sufficient to say that the non- absorption of these six sweepers was bona fide and was based on an interpretation of the above orders and the notification etc. and cannot be said to amount to wilful disobedience of the orders of this Court. v) The ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... n of the provisions of the Contempt of Courts Act, 1971 and the Contempt of Courts (CAT) Rules, 1992. 6. The Ld. Sr. Counsel for the Appellant has taken grounds of challenge the impugned order, the NCLT has dismissed CA 785 of 2019 filed by the Appellant and has committed the following errors for which the impugned order is the subject matter of challenge in the present appeal i.e. Company Appeal (AT) No. 5 of 2022 on the following grounds: i) The Impugned Order is incorrect in law and on facts. It completely ignores the law attendant to Section 408 of the Old Act, its own role as a custodian of the companies, the subsequent events placed on record before it by the Appellant, and how the aforesaid aspects cumulatively lead to a clear conclusion that no purpose will be served by implementation of the Hon'ble CLB's order dated 1.7.2005. ii) The Impugned Judgment is passed without any application of mind and based on incorrect premises, equivalences, and conjectures. The NCLT wholly fails to address the issues raised, diverts itself with issues never raised, and leaps to unfounded conclusions that are completely unwarranted and to the prejudice of the Appellant which ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ly make payment to those persons who offered to surrender their shares but such finding also ignores the fact that the shares which had been traded could not be included for calculating outstanding payments as apart from such shares having been specifically kept out of the ambit of re-payment by judicial order, a FD Holder who has since traded its share (at a higher market price than issue price) is no longer the shareholder, his share(s) cannot be surrendered and repayment made by the Appellant and above all, such shareholder has been able to recover its deposit amount if not more. [Impugned Order-Para 8 @Page 95, Para 12 @Page 96 of the Appeal]. v) The NCLT failed to notice that on account of the exclusion of traded shares from the scope of re- payments, and resultantly the amount of debt on account of such shares, such quantum is/had to be excluded from the total debt that the Appellant was to discharge. The NCLT has committed this fundamental error despite the Appellant especially explaining in detail that the actual eligible Fixed Deposit Holders in terms of the judgment of this Hon'ble Tribunal's order dated 23.7.2019 (which affirmed the following judgment of the H ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... and veracity of the subsequent events placed on record via the Modification Application by the Appellant before the Hon'ble NCLT. In response to the CA 785 of 2019 moved by the Appellant to which the Union of India filed reply only contending maintainability/lack of jurisdiction and presence of circumstances warranting exercise of powers under Section 408 of the Companies Act, 1956 [Old Act] as on 1.7.2005 without a whisper about present day circumstances. xi) The Respondent never contested the details of financial turn-around, it would thus have to be treated as an admitted position that the Appellant was/is a profit-making company in that it is debt free, has a cash surplus, is profitable, and has its current and future growth status are highly optimistic. Furthermore, the promoters have infused funds, payouts have been made to lenders, and cases pending before the Ld. DRT have been withdrawn; new patents have been approved and the Appellant has entered the growing nutraceuticals business; and the Appellant has broad-based its board of directors with 55% directors being independent directors having a rich experience under whose leadership the turnaround has been completed ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... more government directors' value was not visible. Today when the Appellant has turned around after undergoing corporate debt restructuring and is debt free, has a cash surplus, and is profitable, no need for such monitoring and assistance exists. The entire gamut of subsequent events was placed before the NCLT; however, the NCLT chose to ignore it despite the Respondent not even responding to the subsequent events. xiv) The Impugned Order failed to observe that the order dated 1.7.2005 passed by the CLB was premised on facts, which ceased to exist as on the date of passing of the order dated 9.7.2019 by the Hon'ble Supreme Court of India in Morepen Laboratories Limited v. Union of India, S.L.P. (C) No. 11189/2007 (converted to C.A. No. 3165/2010) and Union of India v. Morepen Laboratories Limited, S.L.P.C) No. 15493/2007 (converted to C.A. No. 3166/2010) and/or filing of the Modification Application before the Hon'ble NCLT. While noticing that order passed by the CLB appointing two directors by the Central Government was on account of the fact that the public confidence in the Appellant-Company was on low ebb and that Government Directors were being appointing to re ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... and request the eligible fixed deposit holders to come forth and cannot coerce them to do so. xvi) The Impugned Order fails to consider that this Tribunal had granted three months' time vide its judgment dated 23.7.2019 for refund of monies to eligible fixed deposit holders in lieu of cancellation of shares. Since the fixed deposit holders have not come forth, the scheme so to speak has been kept open much to the chagrin of the stock exchanges. Accordingly, on 28.7.2021 a final advertisement was also issued for fixed deposit holders to come and take refunds of their monies in lieu of shares. However, on 28.7.2021, the share of the Appellant closed at Rs. 66.60/-. Thus, no fixed deposit holder had any reason to return shares that were more valuable than their fixed deposit dues. xvii) The Impugned Order does not appreciate the fact that the Appellant had sent individual communication to each fixed deposit holder requesting them to come forth. Failure of fixed deposit holder to come forth cannot fasten an obligation on the Appellant of non-repayment. In any event, the Appellant undertakes that in case any fixed deposit holder comes forth it is ready and willing to repay th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... at the Hon'ble Supreme Court vide its order dated 09.07.2019 while dismissing the SLP, however specifically granted liberty to the Appellant to agitate these subsequent events before the concerned forum. Pursuant to this liberty granted by the Hon'ble Supreme Court, the Appellant preferred C.A. No. 785/2019 in C.P. No. 4/2005 (Disposed of) before the NCLT, Chandigarh. However, the said application preferred by the Appellant was dismissed/ rejected by the NCLT vide its order dated 06.10.2021 without considering the merits or the 'subsequent events' in terms of the directions of the Hon'ble Supreme Court. Hence, the present appeals were preferred before this Tribunal. 10. It is further submitted that the Appellant in terms of the arrangement (under section 391 of the Companies Act, 1956) sanctioned by the Hon'ble High Court of Himachal Pradesh vide order dated 04.08.2009 passed in C.P. No.5 of 2004, allotted equity shares as per the SEBI Regulations, worth Rs. 104.70 crores in the listed company (constituting 20% of the company) thereby extinguishing the liability on account of dues to Fixed Deposit holders [FD holders] as per the CLB order dated 19.08.2003 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... crores of outstanding debt i.e. Preference Capital is being converted to Equity]. The revenue of the Appellant-Company had risen from Rs.132 crores in FY 2005 to Rs. 1200 crores in FY 2021 and it recorded a profit of Rs.97 crores in FY 2021 as against the loss of Rs.41 crores in FY 2005. The exports of the Appellant- Company have increased from Rs.75 crores in FY 2005 to Rs.476 crores in FY 2021 and the number of direct employees employed by the Appellant-Company have increased from 750 employees in FY 2005 to 2500 employees in FY 2021. The share price of the Appellant-Company was Rs.7 in FY 2005 and in FY 2021 it reached a high of Rs.75 while the net-worth of the Appellant-Company has risen from Rs.236 crores in FY 2005 to Rs.445 crores in FY 2021. The Appellant- Company has added new products and new businesses. including medical devices and OTC brand, Dr. Morepen. The manufacturing plant of the Appellant- Company acquired 3 more USFDA approvals and ISO-13485 certifications. 13. It is further submitted that in the last 17 years, the Appellant has settled and paid all its debt and is a zero-debt company since the last 5 years with no outstanding term loan or working capital lo ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... al order dated 09.07.2019 passed by the Hon'ble Supreme Court [Babloo Singh Ors. v. State of Uttar Pradesh Ors., (2019) 12 SCC 403 / Para 9 // Omprakash Verma Ors. v. State of Andhra Pradesh Ors., (2010) 13 SCC 158 / Para 47 to 49]. Therefore, assuming (for the sake of argument) contempt, if any, would be that of the final order dated 09.07.2019 passed by the Hon'ble Supreme Court and not of the Hon'ble CLB or NCLT. It is settled law that the power to punish for its own contempt is exclusive to the Hon'ble Supreme Court under Article 129 read with Article 142 of the constitution and such power cannot be exercised by any other court of law [Supreme Court Bar Association v. Union of India, (1998) 4 SCC 409 / Para 21 38 // R.P. Vaghela v. State of Gujarat Ors., (2002 SCC OnLine Guj 34 Para 38, 40, 41, 61 // Vitusah Oberoi v. Court of its own motion, (2017) 2 SCC 314 / Para 10 12]. Hence, the contempt proceedings initiated against the Appellant are not maintainable in the eyes of the law. 17. It is further submitted that there is in fact no contempt of court by the Appellant since the Hon'ble Supreme Court vide its order dated 09.07.2019 granted lib ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ntents to keep the reins of the management of the Company in his hands and continue to do as he has been doing for the last 15 years. 20. It is further submitted that in view of the above, the NCLT, Chandigarh bench has observed and adjudicated on all necessary facts and circumstances relevant to the Company Petition filed by the Appellant herein and thereafter, has rightly passed the impugned order dated 06.10.2021. It is reiterated that the order dated 01.07.2005 has been upheld by the Hon ble Supreme Court and has attained the finality. It is submitted that Appellant has misused the process of law and has tried his best to circumvent the order passed by the CLB more than 14 years ago and now after dismissal of the SLP by the Hon ble supreme Court has devised a novel method to further disobey the dicta of the Court. The subsequent event cannot be a ground in any eventuality for non-compliance of the orders passed by the court of competent jurisdiction therefore the present appeal is devoid of any merits and deserve to be dismissed with exemplary cost. 21. It is further noteworthy that criminal cases filed against the company and its officers in default under provisions of s ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ying the said order by using excerpts of the said order and misinterpreting it in their favour. 24. Without prejudice to the above, it is submitted that the company was due and payable of a total amount of Rs. 156 crores to various fixed deposits holders as on 30.09.2003, even now the company is claiming that it has (aid a total amount just a little more than 18 crores only as against the claims of Rs. 156 crores. It is further submitted that nothing has been placed on record before the NCLT as well as this Appellate Tribunal regarding the balance fixed deposits holder and whether the said fixed deposits were genuine or fake. It cannot be said that either the original fixed deposit holders or any of their legal heir or successors will sit quietly without claiming their fixed deposits irrespective of issuance of any advertisement for this purpose. 25. Further, it was also observed by the High Court in its order dated 17.05.2007 that the no stay order was granted in the appeal filed by the Company even then, the Company had failed to accept two Directors appointed by the Government. It was further held that since the Company has failed to comply with the order of the CLB, the C ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 07.2019 dismissed the said appeals and the said order reads as under:- Civil Appeal No(s) 3165/2010 We are not inclined to interfere with the finding of facts recorded by the High Court in the impugned judgment with respect to siphoning off the amount and the loss etc. It was submitted by the learned counsel for the appellant that there are subsequent events and liabilities have been cleared. We are not commenting on the subsequent events in this matter. We have examined the propriety of the decision of the High Court. We are satisfied that no interference is called for. It would be open for the appellant to agitate the subsequent events before the concerned forum. Let the proceedings be concluded as far as possible within one year. The appeal is dismissed. C.A. No. 3166/2010 Since there are two directors, we are not inclined to appoint six directors as prayed. The appeal stands dismissed. 29. The NCLT has rightly considered the facts and circumstances of the case that the order in CP No. 4 of 2005 dated 01.07.2005 was upheld upto the Hon ble Supreme Court of India and hence the NCLT cannot modify or cancel the same. The observation of t ..... X X X X Extracts X X X X X X X X Extracts X X X X
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