IN THE HIGH COURT OF DELHI AT NEW DELHI
C. Hari Shankar, J.
Landmark Property Development And Company Ltd. & Ors. - Appellants
Versus
Ansal Properties & Infrastructure Ltd. & Ors. - Respondents
OMP (Enf. ) (Comm. ) 159/2019
Decided On : 05-01-2022
ARBITRATION - Execution of Award - Award dated 7th September, 2018 passed by the learned sole arbitrator, a former Chief Justice of India, was amended twice, on 17th September, 2018 and 13th November, 2018 respectively. The second amendment dated 13th November, 2018 is not of particular significance, as it did not tinker with the operative portion of the award and merely corrected certain typographical errors. The first Section 33 order dated 17th September, 2018 is, however, relevant. The petitioners/award holders shall, hereinafter, be referred to as "Landmark". The respondents constitute the Ansal Group, of which the present judgement would require particular reference only to Respondent 1, M/s Ansal Properties & Infrastructure Limited, who shall, therefore, be referred to, hereinafter, as "APIL". The Ansal Group, comprising all the respondents, would alternatively be referred to as "the Ansals".
Fact of the Case:
The Ansals have become liable to pay, to Landmark, inter alia, (i) the principal amount awarded of ₹ 46.01 crores, (ii) interest, thereon, till 9th May, 2017, which works out to Rs.82,14,92,575/-, being the interest payable upto 9th May, 2017, (iii) interest on the aforesaid amounts of ₹ 46.01 crores and ₹ 82,14,92,575/-, w.e.f. 10th May, 2017 till the expiry of 30 days from the award, i.e. till 7th October, 2018, and (iv) 18% interest on the total aforesaid awarded amount, from 7th October, 2018 till the date of actual payment.
Finding of the Court:
The Ansals, therefore, are liable, in law, to, at the least, deposit, with this Court, the entire amount awarded by the learned arbitrator, principal as well as interest.
Issues: None
Ratio Decidendi: None
Final Decision: APIL shall deposit, with the Registry of this Court, Rs.32 crores (₹ 46.01 crores less Rs.14,90,48,878/-, rounded off) being the differential amount remaining to be deposited, out of the principal amount of Rs.46.01 crores awarded by the learned arbitrator, within a period of four weeks from today. APIL shall further deposit, with the Registry of this Court, an amount of Rs.34 crores which has been stated by Mr. Sujoy Datta, learned Counsel briefing Ms. Tripathi, on behalf of APIL, to constitute the value of the sale consideration against transfer of the shares held by APIL in AICPL to MIPL. This deposit too, shall be made within a period of four weeks from today. On such deposit being made, all orders of stay, granted by this Court, against any immovable properties held by APIL, shall stand lifted. APIL shall be free to deal with its immovable properties. APIL shall continue, however, to maintain liquidity in its accounts at least to the extent of Rs.120 crores. In the event of default, by APIL, in complying with directions (i) and (ii) above, APIL shall deposit, with the Registry of this Court, an amount of Rs.200 crores, within a period of eight weeks from today. All amounts deposited would be retained by the Registry of this Court in an interest bearing fixed deposit, and would abide by the outcome of OMP (Comm) 68/2019 and OMP (ENF) (Comm) 159/2019, and orders to be passed therein.
JUDGMENT
1. The applicant in this application is the award holder, in whose favour the learned sole arbitrator, a former Chief Justice of India, has rendered award dated 7th September, 2018, which was, on applications under Section 33 of the Arbitration and Conciliation Act, 1996 ("the 1996 Act"), preferred by the award holders and the award debtors, amended twice, on 17th September, 2018 and 13th November, 2018 respectively. The second amendment dated 13th November, 2018 is not of particular significance, as it did not tinker with the operative portion of the award and merely corrected certain typographical errors. The first Section 33 order dated 17th September, 2018 is, however, relevant.
2. For the sake of convenience, the petitioners/award holders shall, hereinafter, be referred to as "Landmark". The respondents constitute the Ansal Group, of which the present judgement would require particular reference only to Respondent 1, M/s Ansal Properties & Infrastructure Limited, who shall, therefore, be referred to, hereinafter, as "APIL". The Ansal Group, comprising all the respondents, would alternatively be referred to as "the Ansals".
3. The operative para 11.1 of the award dated 7th September, 2018 read thus:
"11.1 The claims filed by Landmark Group against Ansal Group are allowed to the extent of the following claims.
a. Ansal Group shall pay an amount of Rs. 46.01 crores to Landmark Group by way of principal amount.
b. Landmark Group shall pay an amount of Rs. 82,14,92,575/- to Ansal Group on account of interest due and payable for the period upto 09.05.2017 (the date of commencement of arbitral proceedings).
c. The above amount of Rs. 46.01 crores and Rs. 82,14,92,575/- shall carry interest calculated @15% per annum w.e.f. 10.05.2017 upto a date falling 30 days after the date of the award.
d. Ansal Group shall pay to Landmark Group an amount of Rs. 8.10 crores with interest calculated @15% per annum w.e.f. 29.06.2012 till the date falling 30 days after the date of the award.
e. Ansal Group shall pay to Landmark Group an amount of Rs. 0.60 crores with interest calculated @15% per annum from 01.12.2011 till the date falling 30 days after the date of the award.
f. Ansal Group shall pay to Landmark Group an amount of Rs. 1,00,61,220/- by way of costs of the arbitral proceedings.
g. Ansal Group is allowed 30 days time to pay the awarded amount to Landmark Group. Failing such payment the awarded amount shall carry interest @ 18 % p.a. till the date of actual payment.
h. All the claims preferred by Ansal Group are rejected.
i. Ansal Group shall bear the costs of these proceedings as incurred by them.
j. The Landmark Group has made available stamp paper worth Rs 13,68,693/- which has been attached with the award retained on the record of the Tribunal The Landmark Group shall be entitled to recover one-half of the amount of stamp duty from Ansal Group along with the costs of these proceedings."
4. Clause (b) of the afore-extracted para 11.1 of the award was corrected, vide order dated 17th September, 2018, to read as under:
"b. Ansal Group shall pay an amount of Rs. 82,14,92,575/- to Landmark Group on account of interest due and payable for the period upto 09.05.2017 (the date of commencement of arbitral proceedings)."
5. The result was that, under the arbitral award dated 7th September, 2018, as corrected by order dated 17th September, 2018, the Ansals have become liable to pay, to Landmark, inter alia,
(i) the principal amount awarded of t 46.01 crores,
(ii) interest, thereon, till 9th May, 2017, which works out to Rs.82,14,92,575/-, being the interest payable upto 9th May, 2017,
(iii) interest on the aforesaid amounts of t 46.01 crores and t 82,14,92,575/-, w.e.f. 10th May, 2017 till the expiry of 30 days from the award, i.e. till 7th October, 2018, and
(iv) 18% interest on the total aforesaid awarded amount, from 7th October, 2018 till the da
The default of judgment-debtors in complying with court orders justified the release of the deposited amounts to the decree-holders.
The main legal point established in the judgment is that the purchaser, having paid the entire consideration and received the benefits, is entitled to the custody of the Original Share Certificates.
Foreign award enforceable under Sections 48-49 Arbitration Act is executable as decree; no separate executability test or prior RBI approval under FEMA required; prior objections on compliance/valuat....
An arbitration clause can be incorporated by reference from a related agreement, and disputes must be resolved through arbitration as outlined in the share transfer and escrow agreements.
Interest ceased to run on the deposited amount after the dismissal of FAO No. 284/2005 on 04.12.2008.
The court considered the change of circumstances and vacated the interim order as the claim of the plaintiff had been decided by the arbitrator.
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