JUDGMENT

S. Mohan, J.

1. Leave granted.

2. All these matters can be dealt with under a common judgment since the issue involved is one and the same.

3. The appellant-company was incorporated as a public limited company on 23rd March, 1992 in the name of Bloom Decoratives Limited. Subsequently, its name was changed as Bloom Dekor Limited. The registered office was formerly located at 1/F. Dhanlaxmi Chambers, Ashram Road, Ahmedabad. It was shifted to No. 8A, National Highway, Oran, District Sabarkantha, North Gujarat with effect from 10.11.93. However, it continues to have its corporate office in Ahmedabad.

4. The company received industrial licence on 21.6.93 from the Government of India for the manufacture of decorative industrial laminates. The company went for public issue of 23,65,000 equity shares of which 4 lacs equity shares have been reserved for the NRIs of Rs. 10 each for cash at par aggregating to Rs. 236.50 lacs. The company made applications to the Ahmedabad Stock Exchange and the Bombay Stock Exchange for permission to deal in and for an official quotation of the equity shares being offered in terms of its prospectus dated 10.8.93. The company has filed a copy of its prospectus under Section 60 of the Companies Act, 1956 (for short the Act) with Registrar of Companies, Gujarat for registration. The issue opened on 9.9.93. It was over subscribed. Therefore, it was closed on 14.9.93 being the earliest closing date. The latest closing date announced in the prospectus was 20.9.93.

5. Hereafter strange happenings take place. A group of persons, Viren Thakkar and his associate seem to have entered into large scale out of the ring transactions in the sale purchase of company shares. On that account, they would be required to make good their speculative losses once the company shares are listed and traded in the market. To delay this the first suit C.S. No. 90 of 1993, was filed at Morvi. This place was chosen because Viren Thakkars sisters husband (brother-in-law) Ramniklal Thakkar resides there. The same Ramniklal Thakkar appears to be familiar with the court proceedings. In the said suit C.S. No 90 of 1993 the plaintiff Bharat Kharajbhai Chandrana through his Advocate Mr. Tarun V. Shah of Ahmedabad obtained late in the evening an ex parts order dated 20.11.93 restraining the company from making allotment of the shares of the public issue or to take any further proceedings in relation thereto including issue and despatch of share certificates.

6. The appellant moved the High Court. This order of 30.11.93 was stayed on 8.12.93.

7. Viren Thakkars wifes brother Ramesh Thakkar filed a Civil Suit No. 6630 of 1993 before the City Civil Court at Ahmedabad. He also obtained therein an ex parte ad interim order in terms similar to the ad interim order of Morvi Court dated 30.11.93. The same advocate Mr. Tarun V. Shah appeared for the plaintiff. The said order was served upon the appellant company after 6.30 P.M. on 9.12.93. Thereupon the company filed an Appeal A.D. No. 527 of 1993 before the Gujarat High Court. This was filed on 10.12.93, 11th and 12th December, 1993 were holidays. Hence, the appeal was circulated on 13.12.93 for orders. On that very date the same advocate Mr. Tarun V. Shah, filed Special Civil Application No. 13891 of 1993 on behalf of Grahak Suraksha Samiti before Gujarat High Court. Inter alia, an injunction restraining the Ahmedabad and Bombay Stock Exchanges from granting any permission for trading/dealing the equity shares of the company in other stock exchanges in any manner and to restrain the company and its Directors from issuing transferring or dealing in any manner the equity shares of the company, was sought.

8. On 14.12.93. A.D. No. 527 of 1993 was admitted and the ex parte ad interim order was stayed.

9. On the same day, other Associates Arvind B. Sheth and Kirtibhai Ghadiya filed Civil Suit No. 6683 of 1993 before the City Civil Court at Ahmedabad at about 7.45 P.M. on 14.12.93. An ex parte ad interim or