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2022 Supreme(Online)(MAD) 19490
IN THE HIGH COURT OF JUDICATURE AT MADRAS Reserved on : 07.01.2022 Pronounced on : 16.03.2022 C O R A M :
The Hon'ble Mr. Justice SENTHILKUMAR RAMAMOORTHY Comp.A.Nos.434 and 435 of 2009 and Comp.A.Nos.354 and 355 of 2021 in C.P.No.57 of 1998
1.Maxworth Orchards (India) Limited No.9, Mahalingam Main Road, Mahalingapuram, Nungambakkam, Chennai – 600 034.
Rep. by its Administrator / Provisional Liquidator Mr.K.Alagiriswamy
2.The Official Liquidator, UTI Buildings, 2nd Floor, Rajaji Salai, Chennai – 600 001.
(2nd Applicant impleaded as per order of this Court dt 16.04.2010 in C.A.Nos.884 to 885/2008 in C.P.No.57 of 1998) ... Applicants (in C.A.Nos.434 & 435 of 2009 and
1st and 2nd Respondents in C.A.No.354 & 355 of 2021)
1.T.Mohan (alias Dhavamani)
2.D.Thirumagal ... Applicants (in C.A.No.354 & 355 of 2021)
Vs
3.N.Radhakrishnan 4.S.Muruganandam
5.Karuppaian Chettiar
6.G.Periasamy 7.S.Nagarajan
8.S.Rajappa
9.Mrs.Vallinayaki
10.Angurasan
11.K.Palanisamy 12.J.Sambandam
13.J.Mariappan
14.S.Karuppaian
15.R.Pitchai Ammal
16.K.Chinnamani 17.N.Ponnuruvam
18.G.Kamalam 19.Paramanam 20.Maruthaian
21.Raman
22.Lakshmanan 23.S.Veerasamy
24.R.Pechayee 25.V.Palanivel 26.Kathamuthu
27.Karuppan
28.Shanmugam
29.Thindu Dhiraiyar
30.V.Kaliaperumal Chettiar
31.M.Karuppan
32.K.Murugesan
33.K.Selvaraj
34.K.Mahendran 35.S.Thangarasu 36.T.Murugesan
37.Annakamu
38.K.Kanakavel
39.K.Shanmugam 40.K.Asaithambi 41.G.Maruthappa
42.P.Jayamani 43.Uthiriyam
44.A.Venkatesan
45.M.Shankar
46.The Sub Registrar Gandharvakottai Sub Registrar Office, Gandharvakottai, Pudukottai Dist. 47.The Tahsildar Pudukottai Dist, Pudukottai. ... Respondents 3 to 47 (in all C.As)
Prayer in Comp.A.Nos.434 and 435 of 2009: This Application has been filed under Order XIV Rule 8 O.S. Rules Read With Sections 446(2), 450, 456 & 457 of Companies Act & Sections 9, 11(b), 19 of the Company (Court) Rules praying to set aside the Sale Deeds/Settlement Deeds bearing Nos.1415/2004 dated 19.08.2004, 1544/2004 dated 07.09.2004, 1548/2004 dated 07.09.2004, 1549/2004 dated 07.09.2004, 2220/2004 dated 15.12.2004, 533/2006 dated 15.03.2006, 537/2006 dated 15.03.2006, 538/2006 dated 15.03.2006, 1357/2007 dated 13.06.2007, 1359/2007 dated 13.06.2007, 2453/2008 dated 24.04.2008, 670/2002 dated 09.05.2002, 668/2002 dated 09.05.2002, 669/2002 dated 09.05.2002, 671/2002 dated 09.05.2002, 672/2002 dated 09.05.2002, 673/2002 dated 09.05.2002, 730/2002 dated 20.05.2002, 131/2006 dated 25.01.2006, 729/2002 dated 20.05.2002, 667/2002 dated 09.05.2002 and 1112/2003 dated 11.08.2003 registered in the office of the Respondents 1 to 45 and consequently declare that the conveyance of the properties under the said Sale Deeds do not convey any right, title or interest in the schedule property(Schedule 1) in favour of the Respondents 1 to 45 and consequently grant order of permanent injunction restraining the Respondents 1 to 45 their men, agent or servants or any one claiming through them from any way interfering with the possession of the Applicant Company over the Scheduled Property(Schedule No.1); and to grant an interim order of injunction restraining the Respondents 1 to 45 their men, agent or servants or any one claiming through them from any way alienating by Sale, Mortgage, Lease or otherwise over the property covered under Schedule 1 and consequently granting an injunction restraining the Respondent No.46 from registering any further Sale, Mortgage or Lease on the property covered under Schedule 1 and direct the Respondent No.47 not to issue any patta in the Survey Nos covered in the Schedule of Property 1 and grant an interim order of injunction restraining the Respondents 1 to 45 their men, agent or servants or any one claiming through them from any way interfering with lawful possession of Scheduled Property covered under Schedule 1 of the Applicant Company.
Prayer in Comp.A.Nos.354 & 355 of 2021: This Application has been filed under Order XIV Rule 8 O.S. Rules Read With Sections 446(2), 450, 456 & 457 of Companies Act & Sections 9, 11(b), 19 of the Company (Court) Rules praying to stay the Sale notification dated 30.12.2021 issued by the first Respondent to the extent that pertains to the Applicant's property morefully described in the Scheduled hereunder, pending disposal of C.A.No.434 of 2009 in C.P.No.57 of 1998 and direct the first Respondent to delete the properties belonging to the Applicant morefully described in the Schedule hereunder, and which is set out an Item Nos.3 and 4 vide Project for sale, named, ''Max Aachampatti – I & II'' located in Malayapatti Village, Gandharvakottai Taluk, Pudukottai District,(in Trichy Hub), from the sale Notice dated 03.12.2021 published by first Respondent, pursuant to the order dated 26.11.2021 passed by this Court in A.No.297 of 2021 in C.P.No.57 if 2021 pending disposal of A.No.434 of 2009 in C.P.No.57 of
1998.
For Applicant : Mr.J.Sivanandaraj for M/s.S.Sakthivel (Applicant in C.A.Nos.354 & 355 of 2021)
(Respondents 1 and 2 in C.A.Nos.
434 & 435 of 2009)
For Respondents : Mr.H.Karthik Seshadri for Mrs.Nagasaila Suresh for Administrator Applicant in CA.Nos.434 & 435 of
2009 and 2nd Respondents in C.A.
Nos.354 & 355 of 2021)
Mr.Bavisetty Sridhar Deputy Official Liquidator for Official
C O M M O N O R D E R
Company Application Nos.434 & 435 of 2009 were filed by Maxworth Orchards (India) Limited (Maxworth), represented by the Administrator and the Official Liquidator, seeking to restrain the original land owners, and T. Mohan and D. Thirumagal, who claim title through them (the Alleged Purchasers), the respondents therein, from further alienating the assets described in the schedule to the judge's summons and to set aside the sale deeds and other conveyances registered in favour of the first and second respondents therein.
Company Application Nos.354 & 355 of 2021 were filed by the the Alleged Purchasers, who claim title under multiple sale deeds executed in their favour between 2002 and 2008, to delete the properties described in the schedule to the judge's summons from the sale notice and to stay the sale notice as regards those properties pending disposal of these applications.
2. The company in liquidation/Maxworth was engaged in the business of procuring lands and subsequently transferring small parcels thereof to depositors / debenture holders. For such purpose, Maxworth entered into agreements with land owners or aggregators and obtained powers of attorney ( PoAs) in favour of its employees. Maxworth claims that such PoAs are coupled with interest inasmuch as consideration was paid for the purchase of the relevant lands. By using such PoAs, the relevant employees of Maxworth subsequently conveyed small parcels of land in favour of depositors of Maxworth. Maxworth conceived of and executed several projects in this manner. Since the business was mismanaged, Maxworth became insolvent. With regard to most of these projects, the process of conveying parcels thereof to depositors was incomplete when Maxworth became incapable of discharging its obligations to depositors. As a result, at that time, PoAs were in force in favour of ex- employees and the lands continued to be in the names of the original land owners.
3. In such circumstances, C.P.No.57 of 1998 was filed by EPC Industries Limited on or about 24.02.1998 to wind up Maxworth. While such petition was pending, Company Application No.63 of 2001 was filed to convene a meeting of unsecured creditors to consider a scheme of arrangement. In those proceedings, an Administrator was appointed on 12.02.2001. Thereafter, the Administrator filed Company Application No.740 of 2003 to restrain the agents under all the PoAs from alienating lands purchased by Maxworth in the names of these agents by using its funds and an injunction order was issued as prayed for by the Administrator on 24.04.2003. This order was extended until further orders by later order dated 18.11.2003. It should be mentioned that A.Venkatesan and M.Shankar, who are arrayed as respondents 44 and 45 in Company Application Nos.434 & 435 of 2009, were parties to Company Application No.740 of 2003. Subsequently, on 06.02.2006, the Administrator was conferred with all the powers of a provisional liquidator. Thereafter, the Official Liquidator was appointed as Provisional Liquidator on 17.09.2010.
4. Meanwhile, upon coming to know from the caretaker of the properties of the Maxworth-Aachampatti project that the original land owners, who had executed the PoAs in favour of A.Venkatesan and M. Shankar, had subsequently alienated the relevant properties in favour of T. Mohan and D. Thirumagal, Application Nos.434 & 435 of 2009 were filed to set aside the sale deeds and restrain further alienation. By orders dated
06.04.2009 and 24.02.2011, this Court restrained the private respondents therein from further alienating or encumbering the schedule mentioned property and also restrained the jurisdictional sub registrar from registering conveyances in respect thereof. These interim orders remain in force as on date. After receiving notice in the above applications, T. Mohan and D. Thirumagal, the first and second respondents therein, who are the Alleged Purchasers, filed a counter in November 2012 asserting that
