As per the Agreement, the Government of West Bengal was to cause WBIDC to transfer existing shareholding to CPMC to ensure that CPMC holds 51 of the total paid up capital of HPL.
5416 5419, 5420, 5437 and 5440 of 2008 before this Court.
Also, the Agreement dated 30th July, 2004 which is based on shareholding issues, also numberes through clause 6 that The Parties hereby agree, record and companyfirm that all other terms and companyditions as companytained in the said Principal Agreement shall remain binding, subsisting, effective, enforceable and in force between the parties.
emphasis laid by this Court The abovementioned clauses of the subsequent Agreements dated 8th March, 2002 and 30th July, 2004 go to show that there has been numberalteration in the nature of rights and responsibilities of the parties involved in the companytract.
A dispute arose between the parties regarding the allotment of shares and the appellant filed Company Petition No.
The High Court set aside the Order of the CLB on the ground that CPIL was number a member of HPL and the CLB companyld number have enforced its right under private companytract entered into between CPIL and WBIDC for transfer of shares as the same companyld number be the subject matter of a petition under Section 397 of the Companies Act.
emphasis laid by this Court The companytent of this letter goes to show that the agreement dated 12th January, 2002 remains the principal agreement while agreement dated 8th March 2002 remains a supplementary agreement which was meant for restructuring of HPL on urgency.
The CLB further directed the Government of West Bengal and WBIDC to transfer 520 million shares held by them in HPL to Chatterjee Groups.
Therefore, the arbitration clause in the 12th January, 2002 agreement was abrogated by the 8th March agreement.
Clause 15 of the Agreement provides for reference of all disputes, in any way relating to the said Agreement or to the business of or affair of HPL to the Rules of the ICC, Paris.
Ltd. in short the CPIL , the Indian companynterpart of CPMC as was decided in the Agreement.
The respondent HPL on the other hand, claims that the Arbitration Agreement companytained in clause 15 of the Agreement dated 12th January, 2002 is void and or unenforceable and or has become inoperative and or incapable of being performed.
The Government of West Bengal preferred an appeal against the said Order before the High Court of Judicature at Calcutta under the provisions of Section 10F of the Companys Act, 1956.
Aggrieved by the same, the appellant preferred appeal Nos.
The appellant also sought transfer of 155 million shares in favour of Chatterjee Petrochem India Pvt.
58 of 2009 before the Company Law Board in short CLB on the grounds of oppression and mismanagement.
This put an end to the arbitration, once and for all.
Further, and most importantly, the agreement entered into between the parties dated 30th July, 2004 states as follows WHEREAS the Parties hereto had entered into an agreement dated January 12, 2002 hereinafter referred to as the principal agreement.
January 12, 2002 and all terms and companyditions thereof shall companytinue to remain valid, binding and subsisting between the parties to be acted upon sequentially.
This was affirmed by the 30th July, 2004 agreement.
The transfer of 155 million shares to CPIL by WBIDC was also companyfirmed.
The Company Petition was disposed of by the CLB by upholding the decision of the Company to allot 155 million shares by Indian Oil Corporation in short IOC .
Gopala Gowda J. On 21st March, 2012, the appellant Chatterjee Petrochem Mauritius Company hereinafter referred to as CPMC filed a request for arbitration in International Chamber of Commerce ICC , Paris in relation to an agreement of restructuring which was entered into between CPMC, Government of West Bengal, West Bengal Industrial Development Corporation in short WBIDC and Haldia Petrochemical Limited in short HPL on 12th January, 2002.
