Is a Debenture Certificate a Contract? Legal Breakdown

National Company Law Tribunal

From the above, it is observed that there is a condition of payment even after the Closing date but the Closing date in the contract is a condition or Caveat as it is not clear whether contract is completed or not as it is not in dispute that Financial ... be noted that the Corporate Debtor had offered for subscription only a portion of debentures under Tranche 3 which was subscribed an....

National Company Law Tribunal

From the above, it is observed that there is a condition of payment even after the Closing date but the Closing date in the contract is a condition or Caveat as it is not clear whether contract is completed or not as it is not in dispute that Financial ... be noted that the Corporate Debtor had offered for subscription only a portion of debentures under Tranche 3 which was subscribed an....

2023 0 Supreme(SC) 1255

It should certainly not be an endeavour of commercial courts to look to implied terms of contract. In the current day and age, making of contract is a matter of high technical expertise with legal brains from all sides involved in the process of drafting a contract. ... In the present case, we have really only read the contract in the manner it reads. We have not really read into it any ....

2023 0 Supreme(Del) 4225

It is stated that the DCG is not a valid contract of guarantee as per the Indian Contract Act, 1872, as it is not executed between the guarantor and creditor instead between a guarantor and a trustee. 65. ... That apart, according to him, the petitioner herein is not a creditor to the subscriber/purchaser and under Section 126 of the Indian Contract Act of 1872, contract#HL_END....

2024 Supreme(Online)(NCLT) 1829

The Corporate Debtor was issued notice dated 07.01.2021 for the said Event of Default to rectify/remedy the ‘event of default’ forthwith and within not later than 14 days from the date of receipt of the notice. Thereafter, a Demand Certificate dated 14.04.2021 was issued to the Guarantors viz. Mr. ... Debentures valued at an amount of Rs. 400,000,000/- was issued by the corporate debtor. ... Due to failure on the part of the respondent to r....

The former of these arguments is clearly bad, and Mr. de Sampayo did not press it strongly. The mortgage bond was not made in pursuance of covenants or any agreements of that nature in the debentures. But Mr. de Sampayo's second argument is, I think, sound. ... The first question that arises for consideration is whether or not the debentures are bonds. According to strict English Law, a bond is an obli....

2023 Supreme(Online)(NCLAT) 491

He has further argued that the issue of debentures is governed by the Debenture Trust Deed (in short ‘DTD’) and the Corporate Debtor is not the issuer of debentures though it is a signatory to the DTD. ... The Appellant has added that Series I Debentures were to be redeemed not later than 30.09.2020 and Series II Debentures were to be redeemed not later than 30.09.2021 ....

The company afterwards went into liquidation ; and it was held that the expression " property " in the debentures did not include the capital of the company uncalled at the commencement of the liquidation. ... But the contract of the shareholders with the directors, under Articles 15 and 16 in this case, was a contract to pay moneys due on the shares, only when a call was made by a resolution of the directors giving th....

2025 Supreme(Online)(NCLT) 3668

Hence, it has to be held that When the terms of Contract between Two persons are vague or are not specific, then only the Provisions of the Act can be pressed in to service to interpret the Contract. ... debentures on 07.10.2021, 21 non-convertible debentures on 15.12.2021 and 23 nonconvertible debentures on 28.02.2022. ... However, When the Terms of Contract are clear....

2021 0 Supreme(Ker) 68

(4) The Company has not submitted any information to prove that the offer/allotment of Debentures and bonds were not intended to be available for subscription to general publicity compliance of Section 67(3) of the Companies Act, 1956. ... failed to provide the details as to whether the consent of the Debenture holders has been obtained, for extending the tenure of the Debentures; (3) Details of issuance of Bonds-Noncurre....

2004 0 Supreme(Bom) 1197

4. Mr. Toor, learned Counsel appearing on behalf of the petitioner, contended that, in fact, till date the company has not issued any debenture certificate with regard to the aforesaid Fully Convertible Debentures. The company has issued only equity shares and has issued share certificates in that behalf and has fully paid the stamp duty with regard to the said share certificates. The contention of Mr. Toor is that though the company had proposed to issue fully convertible de....

2003 0 Supreme(Raj) 1463

As we shall see presently that unless the terms of contract otherwise provide, repayment or repurchase of debentures does not extinguish the company's right to reissue the same debentures and the debentures are kept alive for reissue, the mortgage charge or trust created for the purpose of borrowing money by issue of debenture is also not discharged and is kept alive with debentures has received statutory recognition.

1991 0 Supreme(SC) 230

Once the debentures is allotted, the contract is concluded. The Court will enforce specific performance in favour of the allottee debenture holder and maintain consent as a whole and bind other allottees on grounds of equity as all have acted on the basis of the consent. It was further contended that each and every allottee of the debenture is entitled to specifically enforce the contract for specific performance. The invitation is accepted and the offer is made when an appli....

1990 0 Supreme(Cal) 139

The respondent company issues a certificate to a person who intends to subscribe to any of the schemes of the company. Even when the so called forfeiture clause was there, certificate holders had, under the terms of his contract, the option to revive the certificate at any time during its maturity period, by paying arrears of subscription in respect of which there was default by certificate holders and for, reason whereof the certificate was discontinued. Each such certificate consti....

1984 0 Supreme(Bom) 327

The certificate therefore shows an intention on the part of the parties to treat the contract as a contract for sale. There was no intention on the part of the parties to enter into any contract of sale at all and no sales tax was even collected by the seller. But in that case the the parties had actually paid the sales tax, and the dealer was assessed by the sales tax authorities in respect of the transaction in question. In the present case the certificate is a printed cert....