CP No. 14 of 1999 in CA Nos. 288/292 and 293 of 2007. Case: In Re: Banaras Beads Ltd. Vs. Company Law Board

Case NumberCP No. 14 of 1999 in CA Nos. 288/292 and 293 of 2007
CounselFor Appellant: R.L. Bhatia, Adv. and Rahul Goyal, CA, Raj Kumar Gupta and For Respondents: Ashok Kumar Gupta, CMD, R.K. Goyal, Co. Secy., Prashant Gupta, in person, Siddharth Gautam, Adv., for the Ajit Kumar Gupta
JudgesS. Balasubramanian, Chairman.
IssueCompanies Act
Citation2007 (5) CLJ 266
Judgement DateAugust 03, 2007
CourtCompany Law Board

Order:

S. Balasubramanian, Chairman, (New Delhi)

I had disposed of CP No. 14 of 1999 by an order dated 4.7.2007 with liberty to the parties to apply in case of any difficulty in working out the said order including for seeking clarification, if any. Pursuant to the liberty given, the main parties to the proceedings, the 1st petitioner, Shri Raj Kumar Gupta and the 2nd respondent, Shri Ashok Kumar Gupta (as MD of the company) have filed CA 288 of 2007 and CA 293 of 2007 respectively. The clarifications sought and the issues raised in these applications were heard on 31.7.2007 when both the 1st petitioner and the 2nd respondent were present in person. Both confirmed that they have accepted the order subject to the issues raised/clarifications sought. During the hearing, the following clarifications and decisions given on the issues raised by both have been accepted by both of them.

CP No. 288 of 2007 of the 1st petitioner:

  1. Transfer of shares held by the 2nd respondent group in companies of petitioners' group: The same issue has been raised by the 2nd respondent also in his application. It is clarified and directed that not only the shares held by the company in the companies of 1st petitioner group shall be transferred free of cost, the shares held by the 2nd respondent group in those companies shall also be transferred free of cost. Likewise, the shares held by the petitioners' group in companies of 2nd respondent group shall also be transferred free of cost. (In Annexure-2 of CA 293 of 2007, the details of the cross holdings have been given). In so far as the demand of the 1st petitioner for the property at East of Kailash is concerned, since it was not a part of the earlier valuation exercises and had been acquired later, which according to the 2nd respondent, out of his own funds, the 1st petitioner cannot have a claim on this property.

  2. Current assets and liabilities of Delhi office. The 1st petitioner desires to keep all the current assets including realisables. In his application, the 2nd respondent has also given the same suggestion except that according to him the net current assets as on 31 March 2006 of Delhi office is of the order of Rs. 3 crores and out of this a reasonable lump sum should be given to the company. Since the petitioner has sought for additional amount towards brand name, logo, goodwill etc. and also contribution towards the terminal benefits of the employees transferred to Delhi office, the excess current...

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