ORDER : K.G. Balakrishnan, J. - Leave granted. 2. Heard counsel on either side. 3. This appeal is directed against the final order passed by the Division Bench of the High Court of Punjab and Haryana in a company appeal preferred against the order passed by the Company Judge in Company Petition No. 202 of 2001 filed by the appellant IFCI, who was the petitioner before the High Court. The first respondent herein, namely, Punjab Wireless Systems Limited (PUNWIRE) owned 51 per cent shares in another company called M/s Procall Limited. The appellant had advanced a sum of Rs. 5 crores to M/s Procall Limited by way of loan and was entitled to receive the said amount of Rs. 5 crores with interest thereon. The said M/s Procall Limited was sought to be taken over by M/s AGRANI Wireless Services Limited (for short AGRANI), the third respondent herein. The second respondent, M/s Motorola Inc. was also owning 49 per cent of shares in the company called M/s Procall Limited. AGRANI wanted to purchase the entire shareholding of M/s Procall Limited. There was an agreement between the appellant, M/s Procall Limited and M/s Motorola Inc. As per the agreement, AGRANI agreed to pay Rs. 2.5 crores plus accrued interest to the appellant herein in discharge of the liability under the loan agreement between the appellant and M/s Procall Limited. Similarly, Motorola Inc. also agreed to pay another Rs. 2.5 crores with accrued interest to the appellant. The purchaser, AGRANI offered a sum of Rs 78,26,011 to PUNWIRE towards acquisition of the 51 per cent shareholding of the latter. In the meantime, PUNWIRE went into liquidation and winding-up proceedings were initiated before the Company Judge of the High Court of Punjab and Haryana in H.S. Oberoi and Associates v. Punjab Wireless Systems Ltd., Company Petition No. 226 of 1999 and an Official Liquidator was appointed. The assets of PUNWIRE were taken over by the Official Liquidator. 4. Agrani, M/s Motorola Inc. and the appellant herein approached the learned Company Judge of the High Court for a direction to the Official Liquidator of PUNWIRE to transfer the shareholding of PUNWIRE in favour of AGRANI Wireless Services Limited for a consideration of Rs. 78,26,011. The learned Company Judge passed an order, the operative portion of which reads as under : "Therefore, I allow Company Petitions Nos. 78,26,011. The learned Company Judge passed an order, the operative portion of which reads as under : "Therefore, I allow Company Petitions Nos. 202 and 203 of 2001 and give directions to M/s AGRANI Wireless Services Limited that they shall pay rupees five crores of M/s IFCI on or before the stipulated date and on receipt of the same the right of M/s Procall shall stand extinguished for all purposes and its claim shall stand fully satisfied. The rest of the amount shall be paid by M/s AGRANI Wireless Services Ltd. and M/s Motorola as the case may be to the Official Liquidator who shall disburse the money according to the law as per the claims of the secured/unsecured creditors. On receipt of the amount, the Official Liquidator shall transfer 51% shares earlier held by M/s PUNWIRE in M/s Procall and shall also give the no-objection certificate to Motorola to further transfer the same to M/s AGRANI Wireless Services Ltd. It is also clarified that the Official Liquidator in all will receive a sum of Rs 78,00,000 odd besides up-to-date interest on five crore rupees which were supposed to be paid by M/s AGRANI Wireless Services Ltd. and M/s Motorola to M/s IFCI till date. On receipt of all this amount, the above directions shall be complied with by the Official Liquidator. On receipt of the amount by the Official Liquidator, shares would be given by the Official Liquidator in favour of M/s Motorola forthwith. Directions are also given to IFCI that on receipt of rupees five crores they shall give no-objection certificate for the transfer of the shares by the Official Liquidator in favour of the transferee." 5. As per the above order, M/s Motorola Inc. and AGRANI have been directed to pay to the Official Liquidator the interest part that is payable by them to the appellant. The appellant was entitled to get Rs 2.5 crores with interest thereon each from AGRANI and Motorola Inc. as per the agreement entered into between them. PUNWIRE was entitled to get only the value of the shares held by them in M/s Procall Limited, the consideration of which was agreed to between the parties at Rs 78,26,011. 6. The appellant was entitled to get Rs 2.5 crores with interest thereon each from AGRANI and Motorola Inc. as per the agreement entered into between them. PUNWIRE was entitled to get only the value of the shares held by them in M/s Procall Limited, the consideration of which was agreed to between the parties at Rs 78,26,011. 6. Learned Senior Counsel for the appellant, Mr P. Chidambaram contended that the interest which was due to the appellant cannot be made payable to the Official Liquidator on behalf of PUNWIRE as they have no right to claim that. It was submitted that the learned Company Judge seriously erred in directing the payment of the accrued interest to PUNWIRE as they are entitled to get only the value of the shares held by the company. The counsel for the Official Liquidator, on the other hand, submitted that as PUNWIRE was wound up, huge amounts have to be paid to the secured and unsecured creditors and workers who were retrenched and that it was under such circumstances that the learned Company Judge passed the impugned order and it was submitted that in view of Section 457 of the Companies Act, 1956 read with Rule 9 of the Companies (Court) Rules, 1959, the Company Judge was empowered to pass such orders. 7. We do not find any force in the contention of the learned counsel who appeared for the Official Liquidator, as PUNWIRE was entitled only to the value of the shares held by them in M/s Procall Limited. The interest on loan advanced by the appellant cannot be claimed by PUNWIRE. The counsel further submitted that originally the value of the 51 per cent shares of PUNWIRE in M/s Procall Limited was put at Rs 85 lakhs instead of Rs 78,00,000, which amount alone is now agreed to be paid. If that be so, having regard to the huge liability of PUNWIRE, we direct that out of Rs 90 lakhs deposited towards interest payable to the appellant, an amount of Rs 7,00,000 be paid to the Official Liquidator besides Rs 78,00,000 already ordered by the impugned order. In all, the Official Liquidator will receive Rs 85,00,000 as the value of 51% shares of M/s Procall, held by PUNWIRE. The balance amount shall be paid to the appellant herein. In all, the Official Liquidator will receive Rs 85,00,000 as the value of 51% shares of M/s Procall, held by PUNWIRE. The balance amount shall be paid to the appellant herein. Permission granted by the learned Company Judge will accordingly stand modified to the extent indicated above. The Official Liquidator shall pay the balance amount of Rs 83 lakhs to the appellant within three weeks. 8. The appeal is disposed of with no order as to costs.