VIJAY KUMAR KARWAversusOFFICIAL LIQUIDATOR, ROHTAS INDS. LTD.

                         [2008] 3 S.C.R. 626
                                                                           ....
A                     VIJAY KUMAR KARWA
                                 v.
           OFFICIAL LIQUIDATOR, ROHTAS INDS. LTD.
                 (Civil Appeal No. 1661 of 2008)
                       FEBRUARY 28, 2008
B
          [DR. ARIJIT PASAYAT, C.K. THAKKER AND
               LOKESHWAR SINGH PANTA, JJ.]

          Companies Act, 1956: s. 483 - Appeal filed under -
c   Summary disposal of - Cforrectness of - Held: Not correct as
    it was a statutory appeal - Matter remitted to High Court.
       The appellant, representative of a group of
  Companies was interested in the revival of a C..Jmpany
  which had becomes sick. He filed an application in the
D High Court in the company case proceedings in respect
                                                                   r        <.
  of that sick company and offered to pay Rs. 65.51 crores
  as consideration money for purchase of assets of the
  company in liquidation and proposed to invest Rs. 650
  crores for revival of the industry. Official liquidator filed
E reply to the prayers made in the application by the
  appellant.
          The matter was heard by the High .court which
    directed issuance of sale notice for assets of the company.
    IA filed by the appellant was disposed of.
F
       Aggrieved by the said order, the appellant filed an
  appeal under s.483 of tlfe Companies Act before the
  Division Bench on 11.1.2007. The Company Judge
  proceeded with the matter and directed sale of the assets
G of the company in favour of the Indian Railways who had
  made offer of Rs.140 crores. On 12.3.2007, IA was filed by
  the appellant giving details of his proposal. By the                       r
                                                                       r
  impugned order the Division Bench dismissed the appeal.
  In appeal to this Court, appellant conteryded that such
H                            626
             VIJAY KUMAR KARWA v. OFFICIAL LIQUIDATOR,              627
                    ROHTAS INDS. LTD. [PASAYAT, J.]

          summary disposal is indefensible particularly when the           A
          appeal is a statutory appeal.
              Disposing of the appeal and remitting the matter to
          High Court, the Court

               HELD : The High Court is bound to entertain the             B
          appeal against the order of the Single Judge who
    ...   disposed it of on merit and not summarily or in limine .
          Every order which may reasonably be considered to be a
          judicial order as distinct from merely administrative order
          is appealable in terms of s.483 of the Companies Act.            c
          [Paras 6, 7] [629-E, F, G]
                Shanta Genevienve Pommerat and Anr. v. Sakal Papers
          Pvt. Ltd. and Ors. AIR (1983) SC 269; Smt. Arati Dutta v. Mis.
          Eastern Tea Estates (P) Ltd. AIR (1988) SC 325 - relied on.
                                                                           D
               CIVILAPPELLATE JURISDICTION: Civil Appeal No. 1661
' '
          of 2008.
               From the Judgment and Order dated 2.4.2007 of the High
          Court of Judicature at Patna in C.A. No. 4/2006.
                                                                           E
               P.S. Mishra, Manu Shankar Mishra, Ravi Chandra Mishra
          and Amit Pawan for the Appellant.

               A. Sharan ASG, Devashish Bharuka, Ashok K. Srivastava,
          Rahul Kaushik, B.K. Prasad, D.S. Mahra, Binu Tamia, Sanjay
          Kapur, Rajiv Kapur, Shubhra Kapur and Arti Singh for the
                                                                           F
          Respondent. •
               The Judgment of the Court was delivered by
               Dr. ARIJIT PASAYAT, J. 1. Leave granted.
                                                                           G
                2. Challenge in this appeal is to the order passed by a
          Division Bench of the Patna High Court summarily dismissing
rl "      the Company Appeal No.4 of 2006 filed by the appellant under
'         Section 483 of the Companies Act, 1956 (in short 'the Act').
                                                                           H
    628       SUPREME COURT REPORTS                  [2008] 3 S.C.R.


A         3. Background facts in a nutshell are as follows:
                                                                          ..
          Company case no.3 of 1984 was filed before the Patna
    High Court in respect of Rohtas Industries Ltd. (hereinafter
    referred to as the 'company') which purportedly had become
    sick. It is the case of the appellant that though efforts were made
8
    to revive, it could not materialize. Eventually the High Court
    started the process of disposal of the assets of the company.
    Appellant claiming to be representative of Bangar Group of ...
    Industries, Calcutta, filed an application in the said case. After
C giving particulars of the group which had annual turnover of about
    Rs.5,000 crores, it was mentioned in the application that the
    appellant was interested in the revival of the company. It was
    also mentioned that the appellant had so decided because of
    the change of political conditions of the State and there was
    scope for industrial growth. The appellant offered to pay
D Rs.65.51 crores as consideration money for purchase of assets
    of the company in liquidation and proposed to invest Rs.650 r         "

    crores for revival of the industry. Steps were taken at various
    stages by the Government and the functionaries of the
E . government on the application of appellant. Official Liquidator
    was ask.ed to file reply to the prayers made in the application by
    the appellant. Official Liquidator filed his response on 19.6.2006.
    On 25.8.2006 the matter was heard by the High Court which
    directed for issuance of sale notice for assets of the company.
F IA filed by the appellant was disposed of.
        The appellant's grievance is that the same was disposed
  of without giving any reason or even without considering the
  desirability of the revival. Reference was made to the response
  of the Official Liquidator who had stated further information may
G be called for from the appellant. Aggrieved by the said order,
  the appellant filed an appeal under Section 483 of the Act before
  the Division Bench on 11.1.2007. The Company Judge
  proceeded with the matter and directed sale of the assets of ,
  the company in favour of the Indian Railways who had made
H offer of Rs.140 crores. On 12.3.2007, IA was filed by the
       VIJAY KUMAR KARWA v. OFFICIAL LIQUIDATOR,                  629
              ROHTAS INDS. LTD. [PASAYAT, J.]

    appellant giving details of his proposal. By the impugned            A
    order the Division Bench dismissed the appeal. Though
    various grounds have been urged in support of the appeal,
    the primary ground of challenge is that such summary
    disposal is indefensible particularly when the appeal is a
    statutory appeal.                                                    B

.
'
         4. Learned counsel for the respondents, however,
    submitted that there was no merit in the appeal as the learned
    Company Judge had discussed with the matter in great detail.
    It was also submitted that the Indian Railways have already C
    invested huge amounts of money.
         5. Section 483 of the Act reads as follows:
         "483. Appeals from orders.-Appeals from any order
         made, or decision given before the commencement of D
         the Companies (Second Amendment) Act, 2002, in the
         matter of the winding up of a company by the Court shall
         lie to the same Court to which, in the same manner in
         which, and subject to the same conditions under which,
         appeals lie from any order or decision of the Court in E
         cases within its ordinary jurisdiction."
        6. In Shanta Genevienve Pommerat and another v. Sakal
    Papers Pvt. Ltd. And Ors. (AIR 1983 SC 269) it was observed
    by this Court that the High Court is bound to entertain the appeal
    against the order of the learned Single Judge who disposed of        F
    it on merit and not summarily or in limine. The position was
    reiterated in Smt. Arati Dutta v. Mis. Eastern Tea Estates (P)
    Ltd. (AIR 1988 SC 325).
         7. It may be noted that every order which may reasonably
    be considered to be a judicial order as distinct from merely G
    administrative order is appealable in terms of Section 483 of
    the Act.
         8. Above being the position, we set aside the impugned
    order of the High Court and remit the matter to it for fresh         H
   630        SUPREME COURT REPORTS                  (2008] 3 S.C.R.


A disposal in accordance with law. Considering the factual
  scenario as highlighted by the parties, we request the High Court
  to dispose of the appeal by the end of August, 2008. The order
  of status quo dated 31.8.2007 passed by this Court shall be
  operative till the disposal of the appeal. It is made clear that by
B giving interim protection, we have not expressed any opinion
  on the merits of the case.
    D.G.                                       Appeal disposed of.