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IN THE HIGH COURT OF JUDICATURE AT BOMBAY
Abhay Ahuja, J.
Mahavir Civil Engineering And Services Pvt. Ltd. - Applicant
Versus
The Jalgaon Peoples Co-Operative Bank Ltd & Ors. - Respondents
Interim Application No. 2323 of 2021 In Company Petition No. 708 of 2016 With official Liquidator’s Report No. 90 of 2020
Decided On : 06-02-2026
| Table of Content |
|---|
| 1. procedural assignment and order modifications. (Para 1 , 2 , 3 , 4 , 5 , 6 , 7 , 8 , 9 , 10 , 11) |
| 2. jv formation, subcontracts, financial crisis timeline. (Para 12 , 13 , 14 , 15 , 16 , 17 , 18 , 19 , 20 , 21 , 22 , 23 , 24 , 25 , 26 , 27 , 28) |
| 3. 2019 agreements benefit company; prior findings binding. (Para 29 , 30 , 31 , 33 , 34 , 35 , 36 , 37 , 38 , 39 , 40 , 41 , 42 , 43) |
| 4. transactions not beneficial; invalid for stamp, approval lacks. (Para 44 , 45 , 46 , 47 , 48 , 49 , 50 , 51 , 52 , 53 , 54 , 55 , 56) |
| 5. ol seeks voidance; rejoinder upholds agreements' validity. (Para 57 , 58 , 59 , 60 , 61 , 62 , 63 , 64 , 65 , 66) |
| 6. section 536(2) allows validation of bona fide dispositions. (Para 67 , 68 , 69 , 70 , 71 , 72 , 73 , 74 , 75 , 76) |
| 7. agreements bona fide, expedient for company interest. (Para 77 , 78 , 79 , 80 , 81 , 82 , 83 , 84 , 85 , 86 , 87 , 88 , 89 , 90 , 91 , 92 , 93) |
| 8. stamp defect curable; vidc approval inconsequential. (Para 94 , 95 , 96 , 97 , 98 , 99 , 100 , 101 , 102 , 103 , 104 , 105 , 106 , 107) |
| 9. validate 2019 agreements; reject ol report. (Para 108 , 109 , 110 , 111) |
ORDER :
ABHAY AHUJA, J.
1. By an administrative order of the Hon’ble The Chief Justice dated 25th March 2025, Interim Application No.2323 of 2021 in Company Petition No.708 of 2016 alongwith Interim Application (Lodging) No.38361 of 2024 in Interim Application No.2323 of 2021 with Official Liquidator’s Report No.90 of 2020 in Company Petition No.708 of 2016 was assigned to this Bench.
2. On 2nd April 2025, this Court recorded the special assignment to this Court as above and listed the Interim Application (Lodging) No.38361 of 2024 seeking modification of the order dated 14th November 2024 for hearing on 30th April 2025 at the insistence of the learned Counsel appearing for the Respondent no.4. By the said order, the office objections to the said Interim Application were directed to be removed and registered number directed to be obtained by the next date.
3. Earlier on 14th November 2024 the following order was passed :
“1. This Interim Application has been filed by one of the partners of the joint venture that had been awarded the work of construction of a Lift Irrigation Project popularly known as ‘Jigaon Project’, by the Vidarbha Industrial Development Corporation.
2. Mr. Khandekar, learned Counsel for the Applicant submits that by earlier orders of this Court, prayer clauses (b) to (d) have been effectively worked out and that he has instructions to argue this Application for grant of prayer clause (a) which reads thus :
“a. That this Hon'ble Court may be pleased to declare that the transaction of assigning Jigaon Project work by the Joint Venture to the Applicant herein as is reflected in the documents namely Supplementary Joint Venture dated 8th April 2019, Irrevocable Power of Attorney dated 8th April 2019, Agreement dated 8th April 2019 and Escrow Account Agreement dated 10th April 2019 are legal and valid and are not void under Section 536 (2) of the Companies Act, 1956.”
3. Learned Counsel appearing in the matters for the Official Liquidator as well as the Ex-Director agree with the same.
4. Mr.Khandekar, learned Counsel for the Applicant has completed his arguments in support of prayer clause (a).
5. For Mr.Khan, learned Counsel for the Official Liquidator and for Mr.Cama, learned Counsel for the Ex- director to present their arguments in response, list the matters on 19th December 2024 at 3.30 p.m.”
4. Being aggrieved by paragraph 3 of the said order, Interim Application (Lodging) No.38361 of 2024 was filed.
5. On 30th April 2025, all the learned Counsel appearing in the matter agreed to modify paragraph 3 of the order dated 14th November 2024 to read as under and the said Interim Application stood disposed :
“3. Learned Counsel appearing in the matter for the Official Liquidator as well as the ex-director have no objection.”
6. Thereafter, in view of the order dated 14th November 2024, modified by order dated 30th April 20
Court discretion under Section 536(2) validates interregnum dispositions if bona fide, fair, in company/JV interest, preventing paralysis, ensuring project completion/public benefit.
Under Section 536(2), post-petition dispositions voidable; court validates bona fide property transfers benefiting creditors via fair value payments where buyer ignorant via due diligence, despite di....
Transactions executed after the commencement of winding-up proceedings are void under Section 536(2) of the Companies Act unless validated by the court, reinforcing the need for evidence that such tr....
Section 536(2) of the Companies Act, 1956 allows the court to validate bona fide transactions made after the commencement of winding up, emphasizing the importance of protecting legitimate interests ....
The Assignment Deed was deemed valid despite the Appellant's objections, confirming the debt and default necessary for admitting the Financial Creditor's Section 7 application.
The assignment of debt under the SARFAESI Act is valid even if the document is inadequately stamped, as registered documents are presumed adequately stamped.
An investor is not liable for stamp duty on an investment agreement if no assets or rights are transferred, as per provisions of relevant law.
Share transfers made after the commencement of winding up are void unless sanctioned by the court, and must be justified as beneficial to the company.
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