NAVIN CHAWLA
Kamal Karmakar – Appellant
Versus
S Chand And Company Limited – Respondent
1. These petitions have been filed under Section 34 of the Arbitration and Conciliation Act, 1996 (hereinafter referred to as the ‘Act’) challenging the Arbitral Award dated 28.03.2018 passed by the Arbitral Tribunal consisting of three Arbitrators. The Arbitral Tribunal, by its Impugned Award has held that Walldorf Integration Solutions Limited (formerly known as Citixsys Technologies Limited), the petitioner in OMP (COMM) 319/2018 (hereinafter referred to as the ‘Company’) had committed breach of the terms of the Debenture Conversion Agreement dated 03.03.2009 (hereinafter referred to as ‘DCA’) in not redeeming the Optionally Convertible/ Redeemable Preference Shares (OCPS) issued in favour of the respondent no.1. The Arbitral Tribunal has further held that the respondent no.1/claimant in the arbitration proceedings, though was entitled to Specific Performance of the DCA, since the company would not be able to redeem the OCPS on account of inadequacy of the distributable profits as on 31.03.2016, would be entitled to damages equivalent to the redemption amount along with interest. The Arbitral Tribunal has awarded in favour of the respondent no.1 a sum of Rs.6,40,62,500
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