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Kwality Catering Services v. Vineeta Maheshwari
Factual and Procedural Background
This is an order sheet dated 06.07.2023 of the National Company Law Tribunal, Mumbai Bench (Court-IV) in C.P. (IB)/760(MB)/2021 between State Bank of India (Applicant) and Aaj Ka Anand Papers Limited (Respondent) under Section 7 and Section 60(5) of the Insolvency and Bankruptcy Code, 2016. Counsel for the Applicant and Respondent, and counsel for the suspended Board of Directors, were present. Two interlocutory applications were listed: IA-1121/2023 and IA-2773/2023. IA-1121/2023 involved the Applicant's reliance on an NCLAT decision and a contention that a Leave and Licence Agreement had been terminated pursuant to Clause 21. The Respondent raised multiple objections to that application. The Tribunal heard submissions, reserved orders in IA-1121/2023 and permitted filing of synopses. IA-2773/2023, which sought recall of an earlier order dated 04.05.2023 in IA-1121/2023, was held to have become infructuous and was dismissed.
Legal Issues Presented
- Whether the Leave and Licence Agreement was terminated pursuant to Clause 21 of the Leave and Licence Agreement (as argued by the Applicant relying on an NCLAT decision).
- Whether this Bench has jurisdiction/power to adjudicate the dispute between licensor and licensee.
- Whether the notice requirement under Clause 21 was complied with (i.e., whether notices were received by the Respondent).
- Whether the Leave and Licence Agreement's existence prior to commencement of CIRP affects the relief sought.
- Whether the Applicant/Liquidator has determined amounts refundable or receivable arising from termination (as contended by the Respondent).
- Whether the order dated 04.05.2023 in IA-1121/2023 should be recalled (issue raised in IA-2773/2023).
Arguments of the Parties
Applicant's Arguments
- Relied on the Hon'ble NCLAT decision in "Adinath Jewellery Exports Vs. Mr. Brijendra Kumar Mishra" to submit that the Leave and Licence Agreement came to be terminated pursuant to Clause 21 of the Leave and Licence Agreement.
Respondent's Arguments
- Objected that this Bench has no power to adjudicate the dispute between licensor and licensee.
- Contended that the notices stipulated in Clause 21 were never received, so compliance with Clause 21 did not occur and the Leave and Licence Agreement remains in force.
- Contended that the Leave and Licence Agreement came into existence prior to commencement of CIRP.
- Alleged the Liquidator is targeting the premises occupied by the Respondent to harass him instead of liquidating other assets in priority.
- Stated that even if termination is admitted, the Applicant has not determined the amount refundable or receivable from the Respondent.
Table of Precedents Cited
| Precedent | Rule or Principle Cited For | Application by the Court |
|---|---|---|
| Adinath Jewellery Exports Vs. Mr. Brijendra Kumar Mishra | To support the submission that the Leave and Licence Agreement was terminated pursuant to Clause 21. | The Applicant relied on this NCLAT decision in support of termination; the Tribunal noted the reliance while hearing IA-1121/2023 and reserved orders. |
Court's Reasoning and Analysis
The Tribunal heard counsel for the parties and perused the records. For IA-1121/2023, the Applicant relied on the cited NCLAT decision and argued termination under Clause 21; the Respondent raised jurisdictional and factual objections including non-receipt of notices and non-determination of payable/refundable amounts. The Tribunal reserved orders on IA-1121/2023 and allowed both parties liberty to file a synopsis of arguments within seven working days (maximum two pages). For IA-2773/2023, which sought recall of the order dated 04.05.2023, the Tribunal held that nothing survives in the matter and therefore the application had become infructuous.
Holding and Implications
IA-1121/2023: RESERVED.
Direct effect: The Tribunal reserved final orders on IA-1121/2023 and directed both parties to file written synopses of arguments within seven working days (not more than two pages).
IA-2773/2023: DISMISSED AS INFRUCTUOUS.
Direct effect: IA-2773/2023 is dismissed. The opinion does not state any broader precedent or legal principle newly established; no wider implications were articulated beyond the direct effect on these interlocutory applications.
NATIONAL COMPANY LAW TRIBUNAL
MUMBAI BENCH
COURT-IV
10. IA 1121/2023, IA 2773/2023
IN
C.P. (IB)/760(MB)2021
CORAM:
SHRI PRABHAT KUMAR SHRI KISHORE VEMULAPALLI
MEMBER (Technical) MEMBER (Judicial)
ORDER SHEET OF THE HEARING HELD ON 06.07.2023
Name of the Party: State Bank of India Vs.
Aaj Ka Anand Papers Limited Section 7, 60(5) of Insolvency and Bankruptcy Code, 2016
ORDER
1. Mr. Doctor Mustafa, Ld. Sr. Counsel a/w Mr. Amir Arsiwala, Ld. Counsel for the Applicant present. Mr. BaldevsinghBhogala/w Mr. Pramod Patil and Mr. Saurabh Patil, Ld. Counsel for the Respondent present. Mr. Mayank a/w Ms. NiddhiChheda and Mr. Chintan Chheda, Ld. Counsel for the suspended Board of Directors present.
IA-1121/2023
2. Ld. Counsel for the Applicant relied on the Hon'ble NCLAT decision in the case of "Adinath Jewellery Exports Vs. Mr. Brijendra Kumar Mishra" and submits that the Leave and Licence Agreement came to be terminated in pursuance to Clause 21 of leave and licence Agreement.
3. The Counsel for the Respondent objected to this Application on the ground that (i) this Bench has no power to adjudicate on the dispute between Licensor and Licensee; (ii) the notice stipulated in Clause 21 of the Leave and License Agreement were never received by them, hence, the compliance to Clause 21 were never made thereby Leave and License Agreement is still in force; (iii) the Leave and License Agreement came in existence prior commencement of CIRP; (iv) the Liquidator, instead of liquidating other assets in priority, is targeting
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the premises occupied by the Respondent just to harass him; and (v) that even if it is admitted for the sake of argument that Leave and License Agreement came to be terminated, the Applicant has still not made determination of amount refundable or receivable from the Respondent.
4. Heard the Counsel and perused the records.
5. Reserved for orders.
6. Both the parties shall have at liberty to file synopsis of arguments within seven working days in not more than two pages.
7. IA-2773/2023: this Application filed by the Applicant seeking recall of the order dated 04.05.2023 passed by this Bench in IA-1121/2023.
8. In view of above, this IA is nothing survives in this matter. Accordingly, IA becomes infructuous. IA-2773/2023 is dismissed as infructuous.
Sd/- Sd/-
PRABHAT KUMAR KISHORE VEMULAPALLI
Member (Technical) Member (Judicial)
/Dubey/
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