Lizamma Augustine, Member - (1.) BY order dated October 29, 1999, the then vice -chairman and member of this Bench disposed of the company petition on the basis of the agreement between the parties. The relevant portion of the order is extracted below for easy reference : Taking into consideration the facts and circumstances of the case and submissions made on behalf of the parties we direct as follows : M/s. P. N. Raghavendra Rao and Co., Chartered Accountants, Coimbatore is hereby appointed to value the shares of the company as on March 31, 1997, being proximate date of the petition. The parties are at liberty to make oral as well as written submissions before the valuer. After taking into consideration the submissions made by the parties, the valuer will prepare a draft valuation report, a copy of which should be given to both the parties. The parties are at liberty to make further submissions, if any. After taking into consideration these submissions, the valuer will prepare a final valuation report. The draft valuation report shall be read by December 31, 2000 and final report by January 31, 2001. The company shall furnish all the information which may be needed by the valuer. Shri R. L. Asawa, proprietor, Asawa and Co., Coimbatore is appointed as arbitrator to resolve the disputes between the parties in relation to supply of machinery by the partnership firm in which the petitioner is a partner in terms of arbitration clause in the purchase agreement. The matter shall be settled by December 31, 2000. The company will negotiate the fee payable to the valuer as well as the arbitrator and pay the same.
(2.) AS mentioned in the above order, M/s. P. N. Raghavendra Rao and Co., chartered accountants, submitted a valuation report as on March 31, 1997, of equity shares of respondent No. 1 company, fixing the value at Rs. 42.17 (rupees forty two and paise seventeen only) per equity share. The report is available as exhibit No. 3 (vide pages 12 to 29 of the typed set of documents) filed by the respondents. No objection has been filed to the above report. Hence the valuation report is accepted. By order dated October 31, 2000, Shri R. L, Asawa, proprietor, Asawa and Co., Coimbatore has been appointed as arbitrator to resolve the disputes between the parties in relation to supply of machinery to the company by the partnership firm in terms of the arbitration clause in the agreement. The arbitrator filed the award on June 12, 2004 and fixed the damages at Rs. 25,00,000 (rupees twenty -five lakhs only) payable by the petitioners in the company petition to the applicants/respondents Nos. 1 and 6 in the company petition (the award is available vide pages 30 to 59 of the typed set of documents). The respondents in company application (petitioners in company petition) challenged the award before the Principal District Judge, Erode. By order dated March 6, 2007, the award was upheld by the District Court, Erode (vide the order in C. M. A. No. 65 of 2004, pages 60 to 72 of the typed set of documents). Thus the award has become final.
(3.) C . A. No. 18 of 2010 has been filed by respondents Nos. 1 and 6 in the company petition under section 634A of the Companies Act, 1956, seeking the following reliefs : (a) to direct the respondent to pay the first applicant the sum of Rs. 25 lakhs being the damages payable in terms of the award dated June 12, 2004. (b) to direct the respondent to transfer their 11,200 equity shares of Rs. 10 each to the second applicant for a consideration of Rs. 42.17 per share by executing and delivering to the second applicant duly executed instrument of transfer together with the share certificates. (c) to direct the respondents to pay the interest at 18 per cent per annum on the net amount of Rs. 20,27,696 payable to the first applicant from the date of the award, i.e., June 12, 2004 and render justice.;