The main legal point established in the judgment is that the requirements for the applicability of section 10 of the Civil Procedure Code must be strictly satisfied for a stay of suit, and the invoking of section 151 of the Civil Procedure Code is an extremely rare exercise.

JUDGMENT :

Heard Mr. Srivastava, learned Counsel for the petitioners and Mr. Bhangde, learned Counsel for the respondent. Rule. Rule returnable forthwith. Heard finally with the consent of the learned Counsel for the rival parties.

2. The Petition challenges the order passed below Exhibit-144, an application under section 10 of the Code of Civil Procedure (C.P.C.), to stay the suit being Special (Commercial) Civil Suit No. 23/2017 (earlier S.C.S. No. 422/2003) filed by the respondent against the petitioners for recovery, on the ground that the respondent herein had earlier instituted proceedings before the Company Law Board, New Delhi, namely, Company Petition No. 9/2001, which came to be allowed on 2-12-2004, by which the petitioners were directed to allot 14,75,998 shares of Rs. 10/- each in the petitioner No. 1-Company to the respondent. An option was also given to the petitioner No. 1 to refund the amount with 6% simple interest from the date of its investment to the date of payment, if the petitioner No. 1 had reservations in the matter of such allotment, within four months thereof in one or more installments, the decision regarding which was to be communicated to the respondent within a period of fifteen days.

3. It is an admitted position, that neither the shares were allotted, nor the amount was refunded, in pursuance of the order of the Company Law Board, as the decision of the Company Law Board was challenged by way of Appeal No. 7/2004 before this Court, which came to be dismissed on 8-6-2009. Against the dismissal of Appeal No. 7/2004, a Special Leave Petition came to be filed before the Hon’ble Apex Court bearing SLP (C) No. 19733 of 2009, in which leave came to be granted on 18-10-2010.

4. In the interim, by Resolution dated 15-12-2004, 14,75,998 equity shares of Rs. 10/- each in the capital of the Company/petitioner No. 1, were allotted to the respondent. The manner, in which this allotment was done by increasing the shares of the petitioner No. 1 and its subsequent distribution was challenged by the respondent before the Company Law Board, by way of Company Petition No. 1/2005, in which by Judgment dated 9-8-2007, it was directed that the shares allotted to the respondent should be purchased, either by the Company/petitioner No. 1, or the second and third respondent therein, at par value together with interest @ 6% per annum. This Judgment dated 9-8-2007 in Company Petition No. 1/2005, was challenged by the petitioners, by way of Company Appeal No. 9/2008, which came to be dismissed by this Court on 21-4-2010, which, in turn, came to be taken up to the Hon’ble Apex Court by way of SLP (C) No. 16760 of 2010, wherein by an order dated 2-8-2010, the petitioner No. 1 was directed to deposit a sum of Rs. 2,59,18,525/-, which has since been deposited. In this Special Leave Petition also leave was granted on 18-10-2010.

5. The respondent had already instituted Special Civil Suit No. 422 of 2003 before the Civil Court at Nagpur on 9-6-2003 against the petitioners, claiming a decree for refund of share application money; recovery of unpaid secured loans and interest thereupon.

6. In this suit, the petitioners have filed their written statement on 1-10-2003 along with a counter-claim based upon a Judgment passed by the Superior Court of California, County of Orange, State of California, USA, dated 11-4-2002, whereby the claim of the petitioner No. 2 for recovery against the respondent, to the tune of US $ 2,89,562 with 18% interest was allowed and in view of absence of a reciprocating Agreement under section 44-A of the Code of Civil Procedure, a decree was sought in terms of the Judgment of the Foreign Court.

7. Mr. Srivastava, learned Counsel for the petitioners submits, that in view of the leave granted by the Hon’ble Apex Court in the above Special Leave Petitions, wherein according to him, the entitlement of the respondent in the share money, is in consideration, the same dispute having been raised in the Special (Commerci