The court emphasized the importance of showing a cause of action against each defendant and the need for truthful and complete pleadings in a lawsuit.

JUDGMENT :

I.A. 17846/2018 (under Order XXXIX Rule 1 and 2 CPC)

I.A. 199/2019 (under Order XXXIX Rule 4 CPC-by defendant No.4)

I.A. 10/2020 (under Order VII Rule 11 CPC-by defendant No.4)

1. This suit has been filed by Altico Capital India Ltd. (in short ‘Altico’) impleading 14 defendants, that is, SARE Gurugram Pvt. Ltd. (in short ‘SARE Gurugram’); Ramprastha SARE Landholding Company Two Pvt. Ltd. (in short ‘SARE Ramprastha Two’), Ramprastha SARE Landholding Company Five Pvt. Ltd. (in short ‘SARE Ramprastha Five’); SARE Public Company Ltd. (Cyprus) (in short ‘SARE Cyprus’); Avon Infracon Pvt. Ltd. (in short ‘Avon’); Brilliant SARE Realty Pvt. Ltd. (in short ‘SARE Brilliant’); Impact SARE Magnum Townships Pvt. Ltd. (in short ‘SARE Impact’); SARE Realty Projects Pvt. Ltd. (in short ‘SARE Realty’); SARE (Cyprus) SPV (No.4) Ltd. (in short ‘SARE Cyprus SPV-4’); SARE (Cyprus) SPV (No.11) (in short ‘SARE Cyprus SPV-11’); SARE Cyprus Ltd. (in short ‘SARE Cyprus Ltd.’); SARE Realty Singapore Lte Ltd. (in short ‘SARE Singapore’) (all group companies of SARE Group); Axis Trustee Services Ltd. (in short ‘Axis Trustee’) and Vistra ITCL (India) Limited (in short ‘Vistra’) as defendant Nos. 1 to 14 respectively.

2. In the suit, the plaintiff inter alia prayed for a decree of permanent injunction against the defendants (a) restraining them from acting in breach of the Facility Agreement, with respect to changing its management, shareholding, restructuring both corporate and capital, and charter documents, without prior consent of the Plaintiff, directly or indirectly; (b) restraining the defendants from acting in breach of the following agreements with respect to changing its management, shareholding, restructuring both corporate and capital, and charter documents, without prior consent of the plaintiff, directly or indirectly viz; (i) Amendment dated 24th November, 2016 to Debenture Trust Deed dated 4th December, 2015, (ii) Memorandum of Hypothecation executed by Defendant Nos.1, 2 & 3 dated 3rd November, 2016, (iii) Unattested Share Pledge Agreement dated 24th November, 2016, executed by Defendant Nos.2 & 3, (iv) Corporate Guarantee executed by Defendant Nos.2 & 3 dated 24th November, 2016, (v) Corporate Guarantee executed by Defendant No.8 dated 2nd March, 2017, (vi) Unattested Share Pledge Agreement dated 2nd March, 2017 executed by Defendant No.8, (vii) Memorandum of Hypothecation executed by Defendant Nos.1, 2 & 3 dated 24th November, 2016, (viii) Debenture Trust Deed dated 11th April, 2017; (c) restraining the Defendant Nos. 1, 2, 3 & 8 from changing its board of director, management of shareholding, restructuring both corporate and capital charter documents, without prior approval of the Plaintiff, directly or indirectly viz., and acting in breach of the agreements, executed in furtherance of the Facility Agreement and Debenture Trust Deed; (d) restraining the defendant Nos. 4, 5, 6 & 7 from changing its management, capital structure, or shareholding under the Facility Agreement dated 14th May, 2018 without prior consent of the Plaintiff, directly or indirectly; (e) restraining Defendant No.8 from changing its management and control without the prior consent of the Plaintiff, directly or indirectly, under the Deed of Corporate Guarantee dated 14th May, 2018 and Unattested Share Pledge agreement under the Facility Agreement dated 14th May, 2018 and Corporate Guarantee and Unattested Share Pledge Agreement under the Debenture Trust 2.

3. Briefly the case of Altico is that Altico and KKR India Asset Finance Pvt. Ltd. (in short ‘KKR India’) entered into a Facility Agreement dated 14th May, 2018 with SARE Gurugram. Under the Facility Agreement, Altico along with KKR India, the lenders of the Facility sanctioned a loan of Rs.100 crores to SARE Gurugram out of which loan amount of Rs.60 crores was extended by Altico and Rs.40 crores by KKR India. In addition to the Facility Agreement, Altico had previously also disbursed money to SARE Gurugram an