C/MCA/2048/2025 ORDER DATED: 02/09/2025 IN THE HIGH COURT OF GUJARAT AT AHMEDABAD R/MISC. CIVIL APPLICATION (FOR RECALL) NO. 2048 of 2025 In R/COMPANY APPLICATION NO. 22 of 2025 ========================================================== SOMABHAI JINABHAI PATNI & ORS. Versus OFFICIAL LIQUIDATOR OF ARYODAYA SPINNING AND WEAVING MILLS CO. LTD. ========================================================== Appearance: MR HRIDAY BUCH with MS ROMA I FIDELIS(3529) for the Applicant Nos. 1,10,100,101,102,103,104,105,106,107,108,109,11,110,111,112,113,114,11 5,116,117,118,119,12,120,121,122,123,124,125,126,127,128,129,13,130,13 1,132,133,14,15,16,17,18,19,2,20,21,22,23,24,25,26,27,28,29,3,30,31,32,3 3,34,35,36,37,38,39,4,40,41,42,43,44,45,46,47,48,49,5,50,51,52,53,54,55,5 6,57,58,59,6,60,61,62,63,64,65,66,67,68,69,7,70,71,72,73,74,75,76,77,78,7 9,8,80,81,82,83,84,85,86,87,88,89,9,90,91,92,93,94,95,96,97,98,99 MR DHAWAN JAISWAL for OFFICIAL LIQUIDATOR for the Opponent(s) No. 1 MR SAURABH PATEL with MR CHITANYA MAHAJAN for Respondent No.2 ========================================================== CORAM:HONOURABLE MRS. JUSTICE MAUNA M. BHATT Date : 02/09/2025 ORAL ORDER 1. This application is filed seeking recall of the order dated 04.07.2025, of this Court in Company Application No.22 of 2025 in Official Liquidators Report No.42 of 2024, wherein purchaser (respondent No.2 herein) was permitted to execute the conveyance deed in his favour and also permitted to take C/MCA/2048/2025 ORDER DATED: 02/09/2025 possession of the subject property. 2. Heard learned advocate Mr.Hriday Buch with learned advocate Ms.Roma Fidelis for the applicants. Learned advocate Mr.Dhawan Jayswal for Official Liquidator for respondent No.1 and learned advocate Mr. Saurabh Patel for respondent No.2. 3. Learned advocate Mr. Buch submitted that this application is filed seeking recall of the order dated 04.07.2025 on the ground that by order dated 04.07.2025, the conveyance deed was permitted to be executed in favour of the purchaser and possession is also directed to be handed over to the purchaser. In the said order, an observation is made to the effect that the purchaser is permitted to follow the due process. It is true that the purchaser being the highest successful bidder for the property in question, upon payment of full consideration, the conveyance deed is directed to be executed in his favour. Further, Respondent no.2 purchased the property on ‘as is where is and whatever there is basis.’ Learned advocate Mr.Buch submitted that schedule of the property refers to the land covering residential chawls. Learned advocate in support of his submissions relied upon Annexure L page 141 where the description of the property is given. Since the property was purchased ‘as is where is and whatever there C/MCA/2048/2025 ORDER DATED: 02/09/2025 is basis’, present applicants being the tenants of the property, respondent no.2 may not be permitted to evict them without following due process of law, by only taking recourse of the order dated 04.07.2025. Learned advocate submitted that the due process of law requires prior notice to the applicants and therefore this application is filed seeking recall of the order dated 04.07.2025. 3.1. Learned advocate Mr.Buch by relied upon averments made in the application that when the Company went in liquidation, the property was having land and chawl where workers were residing. Since Official Liquidator had auctioned the property in question comprising of land with chawl, the purchaser may be directed to follow the due process of law to evict them. Therefore, either the order dated 04.07.2025 may be recalled or may be clarified accordingly. 4. Opposing the application, learned advocate Mr. Dhawan Jaiswal for Official Liquidator submitted that the order dated 04.07.2025 was passed pursuant to the order of this Court dated 08.04.2025 in OLR No.24 of 2025. Undisputedly the purchaser is the highest bidder and being the successful bidder, directions were issued by this Court to execute the conveyance deed in its favour. Accordingly, the order dated 04.07.2025 C/MCA/2048/2025 ORDER DATED: 02/09/2025 was passed. Prior to that procedure as required under the provisions of the Companies Act was followed and publication as required was done. Since the property in question was purchased by the purchaser and upon execution of the conveyance deed, the office of the Official Liquidator is functous offficio as also this Court is not having the original jurisdiction over the said Company. Moreover, there is no error apparent which requires recall of the order dated 04.07.2025 and, therefore application deserves rejection. 5. Learned advocate Mr. Saurabh Patel for purchaser (respondent No.2) submitted that the order dated 04.07.2025 was passed pursuant to the order dated 08.04.2025. When the order dated 08.04.2025 in OLR No.24 of 2025 in Company Petition No.33 of 1983 was passed, the workers of the Company in liquidation were represented by Union. Till the orders dated 08.04.2025 was passed, the Union representing the workers were party to the proceedings. Moreover, as averred in the application present applicants are legal heirs of the original workers and they claim themselves as tenants of the property and if any grievance is there with regard to tenancy rights, this Court is not an appropriate forum. Therefore, since respondent No.2 are purchaser of the property, pursuant to the auction before this Court and order dated C/MCA/2048/2025 ORDER DATED: 02/09/2025 08.04.2025 having being passed, recall of order is not required. 6. Considered the submissions and documents on record. It is noticed that respondent No.2 had purchased the property pursuant to the order of this Court dated 08.04.2025 in OLR NO.24 of 2025 in Company Petition No.33 of 1983. As recorded in the order dated 08.04.2025 prior to purchase of the property in question, the official liquidator had published sale proclamation in the newspaper to invite offers from intending purchaser for the sale of the property. Further, as prescribed under Rule 148(1) of the Company Courts Rules, 1959, the Official Liquidator had followed the process inviting claim from all secured creditors, workmen and preferential creditors of the company in liquidation and thereafter, after due verification of the claim, the property was permitted to be auctioned as ‘as is where is and whatever there is basis.’ Undisputedly, till the order dated 08.04.2025, the workers were represented through Union and they have participated in the proceedings. Therefore, in the opinion of this Court, when the order was passed dated 04.07.2025 in Company Application No.22 of 2025 in OLR No.42 of 2024 permitting the handing over the possession to respondent No.2 and to execute conveyance deed, no error was committed by this Court. Moreover, the submission canvassed on behalf of Official C/MCA/2048/2025 ORDER DATED: 02/09/2025 Liquidator that since the property has been purchased by respondent No.2 after payment of due consideration, official liquidator does not have right over the asset of the company, merit acceptance. Moreover, there is no error in the order dated 04.07.2005, which calls for recall of the order. On both these grounds, the present application fails and is hereby rejected. (MAUNA M. BHATT,J) NAIR SMITA V./30 Original copy of this order has been signed by the Hon'ble Judge. Digitally signed by: SMITA VINU NAIR(HC00186), PRINCIPAL PRIVATE SECRETARY, at High Court of Gujarat on 04/09/2025 11:10:53