Ehg Elektro Holding Gmbh v. Government Of Karnataka
2022-01-24
ALOK ARADHE, M.G.S.KAMAL
body2022
DigiLaw.ai
JUDGMENT alok aradhe J. - Mr.R.V.S.Naik, learned Senior counsel for the appellant. Mr.Saji P.John, learned counsel for the respondent No.1. Heard on I.a.No.1/2021, an application seeking leave of this Court to file an appeal. 2. We have heard the learned counsel for the parties. 3. Learned counsel for the appellant submits that the appellant is a shareholder and therefore, the appeal, at the instance of the appellant is maintainable. 4. In view of aforesaid submission, I.a.No.1/2021 is allowed. Office objection with regard to maintainability of the appeal is overruled. 5. Learned counsel for the parties have filed a compromise petition under Order 23 Rule 3 of the Code of Civil Procedure, 1908 and submit that the dispute in this appeal has been resolved between the parties subject to the terms and conditions mentioned in the compromise petition. It is further stated that the compromise petition has been duly signed by the parties. Learned counsel for the parties, while inviting the attention of this Court to the joint memo, submitted that the terms and conditions set out in the compromise petition have already been complied. after perusal of the compromise petition, we are inclined to accept the same. 6. The terms of the compromise arrived at between the parties is reproduced below for the facility of reference: "9. TERMS AND CONDITIONS: 9.1 Pursuant to the terms of this compromise being fully complied with, all the parties withdraw their respective rival contentions raised before the various forums, unconditionally. The parties agree that the appellant shall not be liable on any account towards the 1st respondent or the 2nd respondent and all rights, claims and / or liabilities whatsoever of the parties stand fully and finally settled in terms hereof. 9.2 Further, after completion of the share transfer, the appellant shall not have any right or liability over the immovable / movable properties of the 2nd respondent or the general functioning of the 2nd respondent. 9.3. Co-operation- The parties shall co-operate with each other in good faith and provide all requisite assistance for the satisfaction of any of the duties and obligation reasonably requested to do so by the other party. If any party becomes aware of anything which will or may prevent any of the conditions precedent from being satisfied before such date, the relevant party shall notify the other party in writing as soon as practicable. 10.
If any party becomes aware of anything which will or may prevent any of the conditions precedent from being satisfied before such date, the relevant party shall notify the other party in writing as soon as practicable. 10. This compromise petition and the terms contained herein shall constitute the entire agreement between the parties and shall supersede all or any prior agreement, contract, agreement, understanding, communication whatsoever between the parties, either written or oral. 11. The above share transfer does not diminish the rights and liabilities either of the company or of its shareholder, the Government of Karnataka, since there is no cancellation of shares / liabilities thereon. The 2nd respondent being a body corporate, continues to exist, the liabilities by or against the 2nd respondent thus, continue unaltered. The appellant's rights and liabilities of being a shareholder would vest with the 1st respondent. 12. The parties submit that, the parties are duly represented by their respective authorised signatories who have executed this compromise petition, and the same has been signed by them out of their own free will and volition without any undue influence, fraud, threat or coercion whatsoever. SL No Folio No Certificate No Distinctive No Nos of 1. Vol II 161 RI 12 161 to 1,88,760 1,88,600 2. Voll II 161 RI 40 28,40,001 to 29,00,000 60,000 3. Voll II 161 RI 41 29,00,001 to 30,00,000 1,00,000 4. Voll II 161 RI 42 30,00,001 to 31,00,000 1,00,000 5. Voll II 161 RI 68 56,00,001 to 57,00,000 1,00,000 6. Voll II 161 RI 70 57,64,601 to 58,00,000 35,400 7. Voll II 161 RI 71 58,00,001 to 59,00,000 1,00,000 8. Voll II 161 RI 73 59,44,001 to 59,60,000 16,000 9. Voll II 163 RI 100 84,40,001 to 85,40,000 1,00,000 10. Voll II 163 RI 101 85,40,001 to 86,40,000 1,00,000 11. Voll II 163 RI 102 86,40,001 to 87,40,000 1,00,000 12. Voll II 163 RI 103 87,40,001 to 88,40,000 1,00,000 13. Voll II 163 RI 104 88,40,001 to 89,40,000 1,00,000 14. Voll II 163 RI 105 89,40,001 to 90,00,000 60,000 15. Voll II 163 RI 106 90,00,001 to 91,00,000 1,00,000 16. Voll II 163 RI 107 91,00,001 to 92,00,000 1,00,000 17. Voll II 163 RI 108 92,00,001 to 93,00,000 1,00,000 18. Voll II 163 RI 109 93,00,001 to 94,00,000 1,00,000 19. Voll II 163 RI 110 94,00,001 to 95,00,000 1,00,000 20.
Voll II 163 RI 105 89,40,001 to 90,00,000 60,000 15. Voll II 163 RI 106 90,00,001 to 91,00,000 1,00,000 16. Voll II 163 RI 107 91,00,001 to 92,00,000 1,00,000 17. Voll II 163 RI 108 92,00,001 to 93,00,000 1,00,000 18. Voll II 163 RI 109 93,00,001 to 94,00,000 1,00,000 19. Voll II 163 RI 110 94,00,001 to 95,00,000 1,00,000 20. Voll II 163 RI 111 95,00,001 to 96,00,000 1,00,000 21. Voll II 163 RI 112 96,00,001 to 97,00,000 1,00,000 22. Voll II 163 RI 113 97,00,001 to 98,00,000 1,00,000 23. Voll II 163 RI 114 98,00,001 to 99,00,000 1,00,000 24. Voll II 163 RI 115 99,00,001 to 1,00,00,000 1,00,000 25. Voll II 163 RI 194 1,77,40.001 to 2,00,00,000 1,00,000 Total 45,20,000" Accordingly, the appeal is disposed of in the aforesaid terms.