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IN THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH
COURT III
M.A. 2411/2019 IN C.P. 4128/I&B/MB/2018
M.A. 2412/2019 IN C.P. 4129/I&B/MB/2018
M.A. 2413/2019 IN CP 4130/I&B/MB/2018
M.A. 2414/2019 IN CP 4131/I&B/MB/2018
Under Section 60(5)(c) Of the Insolvency and Bankruptcy Code,
2016
In the matter between
Hubtown Limited
Plaza Panchsheel, A-Wing, 5th Floor, 501 Hughes Road,
Behind Dharam Palace, Grant Road (West),
Mumbai- 400007.
……Applicant
Vs
GVFL Trustee Company Pvt. Ltd.
1st Floor, Premchand House, Annexe, Behind Popular House,
Near Old High Court, Ashram Road, Ahmedabad- 380009 Gujrat
Respondent
In the matter of
GVFL Trustee Company Pvt. Ltd.
…Financial Creditor
Versus
Hubtown Limited
…Corporate Debtor
Coram:
Hon’ble Shri H.V. Subba Rao, Member (Judicial)
Hon’ble Shri Chandra Bhan Singh, Member (Technical)
Order pronounce on 29.11.2021
Appearance:
For the Applicant: Mr. Mihir Thakore, Advocate
For the Respondents: Mr. Venkatesh Dhond a/w Mr. Ashish S.
Kamat
Per: Shri Chandra Bhan Singh, Member (Technical)
MA 2412/2019 in CP(IB)-4129/2018
1. GVFL Trustee Company Pvt Ltd (GVFL) is an Applicant who
have filed Section 7 Petition bearing CP No. CP(IB)-4129/2018
against Hubtown Limited for a debt by way of equity investment
in shares of Hubtown Bus Terminal (Mehsana) Pvt Ltd for a total
amount of Rs.4,30,54,200/- as principal and Rs.9,96,95,800/- as
Internal Rate of Return (IRR) calculated at 26% of the principal
up to 31.08.2018. As per the Petitioner there is a default under
Section 7 of IBC, 2016 as its “put option” was not entertained
when the said demand notice dated 02.01.2018 was sent to the
Respondent M/s. Hubtown Limited demanding exit by way of
“put option”.
2. The Respondent (Corporate Debtor) in the main CP has
separately filed the present Miscellaneous Application (MA) No.
2412/2019 raising preliminary issues regarding maintainability of
the said Petition. The Applicant in this MA 2412/2019 (Hubtown
Limited) was earlier known as Ackruti City Ltd. The Applicant
is a shareholder in a Company called Hubtown Bus Terminal
(Mehsana) which is a SPV incorporated to inter alia undertake
and complete reconstruction and development of commercial and
residential property at Mehsana, Gujarat by Hubtown Ltd.
3. There are three other projects for which three Special Purpose
Vehicle companies were separately incorporated by Hubtown
Ltd. These are the subject matter of CP No. CP(IB)-4128/2018
(HBT Vadodara), CP No. CP(IB)-4130/2018 (HBT Ahmedabad)
and CP No. CP(IB)-4131/2018 (HBT Adajan). For these three
CPs, maintainability Application has been filed by the original
Respondent. These MAs are MA 2411/2019 in CP(IB)-
MA 2412/2019 in CP(IB)-4129/2018
4128/2018,
MA
2413/2019
in
CP(IB)-4130/2018,
MA
2414/2019 in CP(IB)-4131/2018 respectively. This Bench,
during the hearing, as brought out by the Applicant and
Respondent noted that the outcome of the maintainability
Application in case of HBT Mehsana will also be applicable to
other MAs viz. MA 2411/2019, MA 2413/2019 and MA
2414/2019.
BRIEF BACKGROUND OF THE CASE:-
4. A Share Subscription and Shareholders Agreement (SHA) dated
24.09.2010 was signed between IL&FS Trust Company Limited
(ILFS), IIRF India Realty XVIII Limited (IIRF) and Hubtown Ltd
and two other Promoters of HBT Mehsana. Consequent to this
Agreement, IL&FS and IIRF invested in HBT Mehsana by
subscribing to Class ‘A’ equity shares, Class ‘B’ equity shares
and Class ‘D’ equity shares. Subsequent to this investment the
shareholding in HBT Mehsana was as under:-
“
Name of Shareholders
No. of
Shares at
the fact
value
Rs.10
each
%
Class A
Hubtown Limited
50000
50.00
IL & FS Trust Company Limited
1395
1.40
IIRF India Realty XVIII Limited
48605
48.61
Total
100000
100.00
Class B
IL & FS Trust Company Limited
2790
2.79
IIRF India Realty XVIII
