2,55,00,000/ from the date of award till 17/01/2010 or earlier payment tender and thereafter 18 p.a.
KSL offered to sell to KCP or his numberinees 243 lakh equity shares representing 90 per cent of the total paid up share capital for a lumpsum companysideration of Rs 2,31,50,000.
It was indicated that a supplementary agreement would be drawn up to reflect the altered companysideration.
16.08.04, drawn on ABN AMRO Bank, for Rs.
The Madras High Court formulated the following questions for companysideration Whether an order of interim injunction can be passed against the respondents who are number party to the arbitration agreement or arbitration proceedings Whether the respondents 3 to 6 can be said to be numberinees of Sri K.C. Palanisamy so as to be bound by the Arbitration Award, for passing interim direction against them.
The High Court held that the shares had number been purchased by the appellant as a matter of an independent right but as a numberinee of KCP.
The intention of the parties, as reflected in the agreement, was that KCP would take over the business, shares and liabilities of SPIL and would discharge the liabilities set out in Schedules 2 and 3 of the agreement which were outstanding on the date of the agreement.
The parties in whose favour the transfers were to be registered were described as group companypanies.
2,43,00,000, Rupees Two Crores lakhs only towards Share Consideration as above.
Kindly acknowledge receipt thereof.
Ninety per cent of the shares were transferred by KSL to KCP and to his numberinees in the following manner One share to KCP Ninety five per cent shares to Cheran Properties Limited, the appellant One share each to Cheran Enterprises Pvt.
The purchase of the shares was in pursuance of the agreement dated 19 July 2004.
3,58,11,000/ Dismissing the companynter claim of the respondents for Rs.
On 19 July 2004 an agreement was entered into between KC Palanisamy5 the third respondent , KSL the first respondent and SPIL and a companypany by the name of Hindcorp Resorts Pvt.
It was incorporated on 2 May 1994, as a fully owned subsidiary of the first respondent, Kasturi Sons Limited4.
The two arbitrators so appointed shall elect the third arbitrator.
Ltd., KCP Associates Holdings P. Ltd., CG Holdings P Ltd. and Cheran Holdings P. Ltd. On 17 August 2004, a letter was addressed by KCP acting as the authorized signatory of the appellant to KSL.
on Rs.
The challenge was repelled by a learned Single Judge of the Madras High Court by a judgment and order dated 30 April 2015.
For companying to the companyclusion that the appellant is a numberinee of KCP and held the shares on his behalf, reliance has been placed on a judgment dated 29 April 2011 of the Madras High Court inter partes in an application under Section 9 of the Arbitration and Conciliation Act, 1996.
There are certain outstanding guarantees issued by you, to the parties listed in Schedule 2 to the above Agreement.
4 KCP challenged the award of the arbitral tribunal under Section 34 of the Arbitration and Conciliation Act, 1996.
on a sum of Rs 2.55 crores.
on Rs.
The documents of title pertaining to the first claimant being part of the documents of title referred to in a above and the share certificates pertaining to 2,43,00,000 shares referred to above companytemporaneously with the first claimant paying / tendering the sum of Rs.
Under the terms of the award, a direction was issued under which KCP and SPIL were required to return documents of title and share certificates relating to 2.43 crore shares companytemporaneously with KSL paying an amount of Rs 3,58,11,000 together with interest at 12 p.a.
60,15,000/ the claimants being entitled to the same in para 23.09 hereinabove and the same having been set off in the manner stated in para 26.01 hereinabove.
On 16 December 2009 the arbitral tribunal made its award in the following terms 28.0 Award 28.01 In the result this Arbitral Tribunal passes the final Award in the arbitration matter between M s Kasturi Sons Limited M s Hindcorp Resorts Private Limited, the claimants and Mr K C Palaniswami and M s Sporting Pastime India Limited, the respondents Directing the respondents to return to the claimants the documents of title and share certificates relating to 2,43,00,000 shares of the second respondent namely Sporting Pastime India Limited, which were handed over earlier to the first respondent pursuant to the agreement dated 19/07/2004 in the manner following The documents of title relating to the second claimant being part of the documents of title referred to above to the second claimant, forthwith.
3,58,11,000/ Rs.
We will number have to draw up a Supplementary Agreement to the above Share Purchase Agreement to reflect the altered companysideration.
An amount of Rs 2.5 crores was paid by KCP as against a total companysideration of Rs 30 crores.
We will also have to sign all the Annexures to the Agreement.
2,50,00,000/ till date of payment tendering of the amount of Rs.
The High Court came to the companyclusion that clause 14 of the agreement dated 19 July 2004 recognise the right of KCP to transfer his holding in SPIL to a person of his choice, provided that the proposed transferee accepts the terms and companyditions mentioned in the agreement for the management of SPIL together with related financial aspects companyered by the agreement.
The appellant, in purchasing the shares, was companyscious of and accepted the terms of the agreement dated 19 July 2004.
Three crores fifty eight thousand eleven thousand only to the first respondent as per para 27.01 with interest 12 p.a.
8,83,23,086/ Directing the respondents to bear the companyts of the proceedings in a sum of Rs.
Iv Directing the respondents to bear their own companyts in both the claim and the companynter claim.
Under the agreement SPIL was to allot 240 lakh equity shares of Rs 10 each, fully paid up at par to KSL against the book debts due by SPIL to KSL.
The letter specifically companytained a reference to the share purchase agreement dated 19 July 2004.
Ltd. Hindcorp .
The text of the letter is extracted below Re SHARE PURCHASE AGREEMENT DT.19.7.04 In pursuance of the above Agreement, you have agreed to sell and our Group Companies, by themselves and or by their numberinees have agreed to purchase shares in Sporting Pastime India Limited of a face value of Rs.
243.00 lakhs.
2,430 lakhs, for a sum of Rs.
