Bench ** Company Application No.30/2009 in Co. Petition No.121/1994 St. Chartered Bank v. Official Liquidator of M/s Rajasthan Communication Ltd (In Liquidation) & Registrar

Hon'ble Mr. Justice Ajay Rastogi Mr. KJ Mehta, for applicant-Bank Mr. Shashank Sharma for respondent-2 (Registrar of Cos.) Mr. GK Garg, for respondent-OL. Instant application has been filed by Standard Chartered Bank U/r 9 of Co. (Court) Rules, 1959 seeking direction to the OL for disbursement of dividend of ICICI Bank Ltd. Financial assistance was secured by hypothecation of movables & mortgage of immovable property of M/s Rajasthan Communication Ltd (in liquidation vide order dt.26/07/1999 in Co.Pet. No.121/1994) (for short, “the Company”) to the Consortium which was consisting of & formed along with ICICI Bank Ltd (erstwhile Industrial Credit & Investment Corporation of India), IDBI Bank Ltd, IFCI Ltd, and Industrial Investment Bank of India (erstwhile Industrial Reconstruction Bank of India). The Consortium had extended financial assistance to the Company in liquidation, which since, failed to repay dues Co.

Appl-30/09 //2// of the Consortium, original application No.513/2000 was filed by it before Debts Recovery Tribunal, Jaipur; and certificate was issued vide order dt.08/10/2001. However, sale of the assets of the Company was confirmed by this Court vide order dt.04/10/2002 – pursuant to which entire amount of sale proceeds was deposited with the Official liquidator to the Company (for short, “the OL”) who invited claims from creditors through news paper advertisement – in response to which, the ICICI filed its claim vide Ann.1 and it has been further averred that the ICICI had assigned its debts & liabilities of the Company to applicant Bank vide deed of assignment (Ann.2); and taking note thereof, application No.49/2008 was filed in Co.Pet. No.121/1994 seeking direction to the OL for disbursement of sale proceeds in accordance with law, which was disposed of vide order dt.06/02/2009. However, notice (Ann.3) was received from the OL asking to the ICICI on 27/01/2009 to collect their share of the dividend – in pursuance to which applicant Bank addressed letter dt.16/03/2009 along with its deed of assignment, to the OL for issuing the cheque in its favour; and since no response came forward, despite formalities being complied with, applicant Bank has approached this Court by way of instant Co.

Appl-30/09 //3// application. However, in the reply filed by Registrar of Companies on 22/07/2010 at para 12 it has been specifically averred that the OL had transferred unclaimed dividends including RS.19,40,887/- of ICICI bank pursuant to S.555 of the Companies Act, 1956 in “Co.'s Liquidation Account” with Punjab National Bank Nehru Place, Jaipur vide challan dt.16/10/2009. But the same could not have been disbursed to the applicant Bank in absence of the order being passed by this Court permitting disbursement of dividends in view of deed assignment furnished by applicant Bank. It is not in dispute that the unclaimed dividend including that of ICICI bank is presently lying in Co.'s liquidation Account with Punjab National Bank Nehru Place, Jaipur and based on deed of assignment, applicant Bank (St.Chartered Bank) has become entitled for its claim. Taking note thereof, instant application deserves to be allowed and the applicant Bank is held to be entitled for disbursement of dividend of ICICI in compliance with procedure U/r 169 of Co.

(Court) Rules, 1959. Consequently, Co. Appl. No.30/2009 is allowed and respondent-2 (Registrar of Companies impleaded vide order dt.08/04/2010) Co. Appl-30/09 //4// is directed to pay the dividend amount of Rs.19,40,887/- of the ICICI Bank to the applicant (Standard Chartered Bank) based on deed of assignment (Ann.2) within fifteen days of receipt of certified copy of this order. No costs. A copy of this order be placed in Co. Petition No.121/1994. (Ajay Rastogi), J. K.Khatri/p4/