A plaintiff can claim damages for breach of contract even when specific performance is denied, in accordance with Section 21 of the Specific Relief Act and Section 73 of the Indian Contract Act.

IN THE HIGH COURT OF JUDICATURE AT MADRAS Judgment Reserved on Judgment Pronounced on

16.04.2024 30.04.2024 CORAM:

THE HONOURABLE MR. JUSTICE P.B.BALAJI C.S.No.444 of 2006 M.M.Gupta .. Plaintiff /versus/

1.M/s.Maars Software International Limited, No.92, 2nd Floor, East Coast Chambers, G.N.Chetty Road, T.Nagar, Chennai – 600 017.

2.M/s.Scope International Private Limited, A Subsidiary Company owned by Standard Chartered Bank Cards Building, First Floor, No.11, Haddows Road, Chennai-600 006.

3.M/s.Industrial Bank of India Limited, Having its Branch office at No.115, Anna Salai, Saidapet, Chennai – 600 015.

4.Stressed Assets Stabilization Fund Rep. by its Deputy General Manager, No.115, Anna Salai, Saidapet, Chennai – 600 015. .. Defendants [4^th defendant impleaded as per order dated 03.12.2021 vide A.No.4337 of 2021 in C.S.No.44 of 2006]

[D2 to D4 deleted as per order dated 05.01.2023 vide A.No.4504 f 2022, 8877, 7872 of 2019 and 2902 of 2006 in C.S.No.444 of

2006]

Prayer: This Civil Suit is filed under Order IV Rule 1 of the Original Side Rules r/w Order VII Rule 1 of the Code of Civil Procedure, prayed for a judgment and decree against the Defendant:-

a) Directing the 1^st defendant to execute and register the sale deed in favour of the plaintiff and or his nominees on receipt of the balance sale consideration of Rs.5 lakhs by the plaintiff to the 3^rd defendant and payment of Rs.695 lakhs by the plaintiff to the 3^rd defendant towards one time settlement on behalf of the 1^st defendant, within a time frame as may be fixed by this Court and on failure of the 1^st defendant to do so, to direct an officer of this Court to execute and or nominees;

b) Directing the 3^rd defendant to receive a sum of Rs.695 lakhs and transfer the suit schedule property along with the 1^st defendant and or independently of the 1^st defendant and to simultaneously release its charge, claim in respect of the schedule mentioned property and hand over the original title deeds of schedule mentioned property to the plaintiff;

c) Declaration that the sale certificate and sale deed of the suit property executed by the 3^rd defendant in favour of the 2^nd defendant is null and void and non-existing in law or;

d) In the alternate in the event of prayer (a), (b) and © above are not granted by this Court, this Court may be pleased to direct the defendants to pay the plaintiffs jointly or severally a sum of Rs.1,10,00,000/- (Rupees One Crore Ten Lakhs only) towards refund of advance, and a sum of Rs.6,95,00,000/- (Rupees Six Crores Ninety Five Lakhs) towards damages, totalling to all to Rs.8,05,00,000/- (Rupees Eight Crores Five Lakhs) with interest at the rate of 12% p.a., from 17^th June 2004 on the sum of Rs.1,10,00,000/- till the date of realization and on the sum of Rs.6,95,00,000/- from the date of filing of the suit till the date of realisation.

c).Directing the defendant to pay the cost of the suit. For Plaintiff : Mr.AR.L.Sundaresan Senior Counsel for Mr.T.Saikrishnan & Mr.PAmbili Menon For Defendants For D1 : No appearance For D2 to D4 : Exparte

JUDGMENT

The plaintiff has filed the Civil Suit for specific performance of the Memorandum of Understanding dated 26.03.2004 in and by which, the 1^st defendant had agreed to sell the suit schedule property to the plaintiff for a total sale consideration of Rs.8.10 crores, or alternatively for refund of advance/damages.

2.It is the case of the plaintiff that the 1^st defendant was looking out to sell the suit property, in order to settle the dues to the 3^rd defendant, Bank and the 1^st defendant was negotiating for a one time settlement with the Bank. The plaintiff evinced interest in purchasing the suit property which was under lease to the 2^nd defendant. The plaintiff and the 1^st defendant entered into a Memorandum of Understanding on 26.03.2004 and the plaintiff paid a sum of Rs.10,00,000/- across execution of the said Memorandum of Understanding. Thereafter, the plaintiff released a further sum of Rupees One crore on 17.06.2004 direct