A.P.I.I.C.LTD Vs M/S TEAM-ASIA LAKHI SEMICONDUCTORS L.&AN
Bench: ANIL R. DAVE,DIPAK MISRA
Case number: C.A. No.-010753-010753 / 2013
Diary number: 30228 / 2011
Advocates: Y. RAJA GOPALA RAO Vs
LAWYER S KNIT & CO
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NON REPORTABLE
IN THE SUPREME COURT OF INDIA
CIVIL APPELLATE JURISDICTION
CIVIL APPEAL NO.10753 OF 2013 (Arising out of SLP(C) No. 31035 of 2011)
The A.P.I.I. Corpn. Ltd. .....Appellant.
Versus
M/s. Team-Asia Lakhi Semiconductors Ltd. (in liquidation) rep. by the Official Liquidator, Hyderabad & Anr. …..Respondents
J U D G M E N T
ANIL R. DAVE, J.
1. Leave granted.
2. Being aggrieved by the Judgment dated 14th March, 2011
delivered by the High Court of Judicature of Andhra Pradesh
at Hyderabad in O.S.A.No.18 of 2008, this appeal has been
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filed by the Andhra Pradesh Industrial Infrastructure
Corporation Ltd.
3. The circumstances in which the aforestated appeal has been
filed are as under:
The appellant is a Government Corporation which allots plots
of land for the purpose of setting up industries to different persons.
The plots are allotted on certain conditions and if the conditions
are not fulfilled or if the entire payment is not made within the
time stipulated, the allotment is cancelled and possession of the
plot is taken back by the appellant.
In pursuance of the aforestated activity of the appellant-
Corporation, under a letter dated 31st August, 1988, the appellant-
Corporation had allotted a plot to M/s. Team-Asia Lakhi
Semiconductors Ltd. on conditions incorporated in the said letter.
The allotment was made in pursuance of an application dated 20th
August, 1988 submitted by the M/s. Team-Asia Lakhi
Semiconductors Ltd. and the plot was valued at Rs.1,22,67,500/-
and the said amount had been calculated at the rate of Rs.250/- per
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sq. meter. The said amount had to be paid to the appellant-
Corporation within sixty days from the date of the receipt of the
allotment order. It is an admitted fact that within the period
prescribed, the entire price of the plot had not been paid by the said
allottee to the appellant-Corporation and in the circumstances, as
per clause 8 incorporated in the said letter, which reads as under,
the amount paid by the afore-named company had been forfeited.
“8. If payment as stipulated in condition (3) above is
not made within 60 days of receipt of this allotment
letter, this allotment letter shall stand cancelled and
the EMD paid shall remain forfeited.”
4. After the Company had failed to make payment and the
allotment was cancelled, a request was made by the Company to
grant another plot at some reduced price and in pursuance of the
said request, the appellant had addressed another letter dated 13th
March, 2000 to the Company offering another plot. The Company
again failed to comply with the conditions and therefore, the
proposal with regard to allotment under the letter dated 13 th March,
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2000 also failed. Once again another plot was offered to the
Company by the appellant under letter dated 3rd April, 2001 for
Rs.80,00,000/- but the said transaction also did not materialize.
The aforesaid facts demonstrate the chequered history and the
circumstances in which the Company could not make entire
payment of the plot in question, which ultimately resulted into
forfeiture of the amount paid and even possession of the plot in
question was with the appellant though for a limited purpose, the
Company was permitted to occupy the plot.
5. It is pertinent to note that the Company, because of its very
poor financial conditions, was ordered to be wound up and the
official liquidator, appointed by the Company Court wanted to take
possession of the plot in question so that the said plot may be sold
and out of the sale price, dues of the Company may be paid. When
the appellant-Corporation came to know that the official liquidator
was making an effort to dispose of the plot in question, believing
the plot to be one of the assets of the Company in Liquidation, a
Company Application No.474/2006 in the Company Petition
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No.178/2003 was filed by the appellant praying for taking
possession of the plot in question as the plot was in unauthorized
possession of the Company. In the said proceedings, the official
liquidator admitted the fact that the plot in question had not been
transferred in the name of the Company. Ultimately, by an order
dated 28th June, 2007 the Company application filed by the
appellant had been dismissed by the High Court with a direction to
the official liquidator to take appropriate steps to dispose of the
plot in question.
6. Being aggrieved by the aforestated order passed in the
Company application, the appellant had filed an appeal being
O.S.A.No.20/2008 before the High Court contending that the plot
in question had not been transferred to the Company and therefore,
the official liquidator had no right or title in respect of the plot in
question and therefore, he could not have taken any action for
selling the same.
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7. The said appeal filed by the appellant has also been
dismissed by the High Court of A.P. and therefore, the present
appeal has been filed by the appellant-Corporation.
8. The learned counsel for the appellant had submitted before
this Court that the ownership right in the plot in question had not
been transferred to the Company and therefore, the official
liquidator had no right to deal with the said plot. The learned
counsel had further submitted that it was an admitted fact that the
entire amount of the sale price had not been paid to the appellant
by the Company and therefore, the plot had not been transferred to
the Company.
9. For the aforestated reasons, the learned counsel had
submitted that the impugned order passed by the High Court
requires to be quashed so that the appellant-Corporation can deal
itself with the plot in the manner in which it likes, especially when
the amount which had been paid by the Company had already been
forfeited because the Company had not fulfilled the conditions on
which the plot had been allotted.
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10. On the other hand, the learned counsel appearing for the
official liquidator of the Company had submitted that as an order
of winding up had already been passed and as the Company had
paid substantial amount towards purchase price of the plot in
question, the official liquidator was rightly permitted to dispose of
the plot as the plot virtually belonged to the Company.
11. The learned counsel had tried to substantiate the reasons
given by the learned Single Judge as well as by the Division Bench
while deciding O.S.A.No.18 of 2008 in favour of the official
liquidator and had submitted that the appeal should be dismissed.
12. We had heard the learned counsel and had also perused the
relevant record which clearly shows that the ownership right in
respect of the plot in question has not been transferred to the
Company. It is an admitted fact that the Company, which is now
in liquidation, had not paid the entire amount of the consideration
and therefore, the ownership right in respect of the plot had not
been transferred to the Company. According to the terms and
conditions on which the plot was to be sold to the Company, the
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amount which had been paid by the Company had already been
forfeited and the Company had no right of whatsoever type in the
plot in question.
13. In the aforestated circumstances, in our opinion, the High
Court was not justified in giving any right in respect of the plot in
question to the official liquidator or the Company. It is pertinent to
note that the ownership of the plot in question had not been
transferred to the Company and a permissive possession given by
the appellant to the Company for some limited purpose would not
create any interest or right in favour of the Company. The plot
would remain the property of the appellant-Corporation as the
conditions on which the transfer was to take place had not been
fulfilled.
14. In the aforestated circumstances, we are of the view that the
High Court was in error while coming to the conclusion that the
appellant had no right in the plot in question and therefore, the
impugned judgment as well as the order passed in Company
Application are quashed and set aside and it is held that the plot in
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question does not belong to the Company in liquidation and the
official liquidator has no right to deal with the said plot or dispose
of the said plot and it would be open to the appellant-Corporation
to deal with or allot the said plot as per its own policy.
15. The impugned order as well as the order passed in Company
Application are quashed. The appeal is, therefore, allowed with no
order as to costs.
……...........................................J.
(ANIL R. DAVE)
……...........................................J.
(DIPAK MISRA) New Delhi November 29, 2013
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ITEM NO.1A COURT NO.12 SECTION XIIA (For Judgment)
S U P R E M E C O U R T O F I N D I A RECORD OF PROCEEDINGS C.A.NO.10753/2013 arising out of S.L.P.(C)No(s).31035/2011
(From the judgement and order dated 14/03/2011 in OSA No.18/2008 of The HIGH COURT OF A.P. AT HYDERABAD)
A.P.I.I.C.LTD Petitioner(s)
VERSUS
M/S TEAM-ASIA LAKHI SEMICONDUCTORS L.&AN Respondent(s)
Date: 29/11/2013 This Appeal was called on for pronouncement of Judgment today.
For Petitioner(s) Mr. Y. Raja Gopala Rao,Adv.
For Respondent(s) M/s. Lawyer's Knit & Co,Advs. Mrs. D. Bharathi Reddy,Adv.
UPON hearing counsel the Court made the following O R D E R
Hon'ble Mr. Justice Anil R. Dave
pronounced the Non-reportable judgment
of the Bench comprising Hon'ble Mr.
Justice Dipak Misra and His Lordship.
The appeal is allowed with no
order as to costs in terms of the signed
reportable judgment.
(Sarita Purohit) Court Master
(Sneh Bala Mehra) Court Master
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(Signed Non-reportable judgment is placed on the file)
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