Jagrati Trade Services Private Limited vs Starlight Real Estate Ascot Mauritius ...

IN THE MATTER OF: Jagrati Trade Services Pvt. Ltd. ...Appellant Versus Starlight Real Estate (Ascot) Mauritius Ltd. & Ors. ...Respondents Present:

For Appellant : Mr Rachit Lakhmani, Mr Ashish Choudhary, Advocates. For Respondents : Ms. Meghna Sharma (R4), Dr. Aman Hingo Rani (Sr. Adv.), Mr Jay Zaveri, Mr Himanshu Satija, Ms Rhea Prakash, Mr Aditya Bajaj, Mr Harsh Saxena, Ms Aditi Ladda, Mr. Anshul Rao, for R1 and R2, Advocates. Mr Jehan Fouzdas for R4, Advocates.

With Comp. App. (AT) No. 131 of 2025 & I.A. No. 3323 of 2025

IN THE MATTER OF: Jagrati Trade Services Pvt. Ltd. ...Appellant Versus Starlight Real Estate (Ascot) Mauritius Ltd. & Ors. ...Respondents Present: For Appellant : Mr Rachit Lakhmani, Mr Ashish Choudhary, Advocates. For Respondents : Ms. Meghna Sharma (R4), Dr. Aman Hingo Rani (Sr. Adv.), Mr Jay Zaveri, Mr Himanshu Satija, Ms Rhea Prakash, Mr Aditya Bajaj, Mr Harsh Saxena, Ms Aditi Ladda, Mr. Anshul Rao, for R1 and R2, Advocates. Mr Jehan Fouzdas for R4, Advocates. ORDER

(Hybrid Mode)

20.08.2025 Comp. App. (AT) No. 131 of 2025 & I.A. No. 3323 of

2025 - This Appeal is against an impugned order dated 04.04.2025.

Admittedly the Appellant had issued a notice for defamation and further legal

consequences to Mr Rishikesh Joshi, a Chartered Accountant, who was

rather appointed by the Ld. NCLT to conduct forensic audit of one M/s

Augustus Avani Land Developers Pvt. Ltd. & Ascot Realty Pvt. Ltd. The

appellant claimed an amount of Rs. 1 Crore for defamation only because the

auditor had sought for certain information, in terms of the order dated

28.11.2024 of the Ld. NCLT.

2. Hence upon sending notice for defamation to the court appointed

auditor, the impugned order was passed whereby the court had directed to

serve a show cause notice upon the Appellant herein for contempt. This

Appeal is against such show cause notice.

3. In Purshotam Dass Goel Vs. Hon'ble Mr. Justice B S Dhillon (1975) 2

SCC 370, the court held:

"3. In our opinion, the preliminary objection raised on behalf of the respondents is well-founded and must be accepted as correct. Section 19(1) says:

An appeal shall lie as of right from any order or decision of the High Court in the exercise of its jurisdiction to punish for contempt-

(a) where the order or decision is that of a single Judge, to a Bench of not less than two Judges of the Court;

(b) where the order or decision is that of a Bench, to the Supreme Court:

Provided that where the order or decision is that of the Court of the Judicial Commissioner in any Union territory, such appeal shall lie to the Supreme Court.

It would appear from a plain reading of the section that an appeal shall lie to this Court as a matter of right from any order or decision of a Bench of the High Court if the order has been made in the exercise of its jurisdiction to punish for contempt. No appeal can lie as a matter of right from any kind of order made by the High Court in the proceeding for contempt. The proceeding is initiated under Section 17 by issuance of a notice. Thereafter, there may be many interlocutory orders passed in the said proceeding by the High Court. It could not be the intention of the legislature to provide for an appeal to this Court as a matter of right from each and every such order made by the High Court. The order or the decision must be such that it decides some bone of contention raised before the High Court affecting the right of the party aggrieved. Mere initiation of a proceeding for contempt by the issuance of the notice on the prima facie view that the case is a fit one for drawing up the proceeding, does not decide any question. This Court, for the first time, cannot be asked in such an appeal to decide whether the person proceeded against has committed contempt of the High Court or not. The matter has to be decided either finally or, may be, even at an earlier stage an order is made, which does decide a contention raised by the alleged contemner asking the High Court to drop the proceeding. It is neither possible, nor advisable, to make an exhaustive list of the type of orders which may be appealable to this Court under Section 19. A final order, surely, will be appealable. Our attention was drawn by Mr. Mohan Behari Lal, to Section 20 of the Act which provides:

No court shall initiate any proceedings for contempt, either on its own motion or otherwise, after the expiry of a period of one year from the date on which the contempt is alleged to have been committed. He submitted that initiation of the proceeding by the High Court will be without jurisdiction if it is in violation of Section 20.

5. Mr. Lal placed reliance on the observations of this Court in Barada Kanta Mishra v. Justice Gatikrushna Mishra. What has been decided therein is this that on a reference made by the Advocate-General if the Court declines to take cognisance and to initiate proceeding for contempt, the order is not an order initiating contempt proceeding.

Surely, it is not appealable under Section 19. But there are no observations by this Court, nor on the facts of that case there can be any, to show that an appeal would lie to this Court from an order of the High Court merely initiating the proceeding by issuance of a notice. We may repeat that it may be a different matter if the order does decide some disputes raised before it by the contemnor asking it to drop the proceeding on one ground or the other. But unless and until there is some order or decision of the High Court adjudicating upon any matter raised before it by the parties, affecting their right, the mere order issuing the notice is not appealable."

4. In view of the above law, we dispose of this appeal by granting liberty to

the Appellant herein to file Reply to the said show cause notice issued by the

Ld. Tribunal, while keeping all its objections/contentions open before the

Learned NCLT. Pending applications are also disposed of.

Comp. App. (AT) No. 130 of 2025 & I.A. No. 3318 of 2025-

1. This Appeal is against an impugned order dated 10.03.2025 wherein

following direction was passed in its Para 3.

"3. Further, the erstwhile Director and the newly appointed Director of the Respondent Company as well as Board of Directors of Ascot Reality and Jagriti Trade Service Private Limited are directed to make available all the documents/records/information, in their control or possession, as required by the Forensic Auditor, appointed in terms of the Order passed earlier by this bench. Further, all the concerned person shall extend full co-operation to such Forensic Auditor so as to enable such Auditor to conclude the assignment. In case any of required documents/records/information is claimed to be not in their control or possession, the person claiming so shall file an affidavit giving the reasons substantiating such claim."

2, It is alleged this order was passed in the absence of M/s Jagrati Trade

Services Pvt. Ltd. However, admittedly the above order has been superseded

by an order dated 17.07.2025 passed by the Learned NCLT, wherein Para 6

is as under:-

"...

6. The provisions of Section 424(2)(b) of the Companies Act, 2013 clearly vests the power in this Tribunal to require the discovery and production of the document as well as to issue commission for the examination of documents. M/s Khandelwal Jain & Co. was appointed by this Tribunal to carry out the examination books/records of Respondent Company and Ascot Realty Pvt. Ltd. The Directors of Ascot Realty Pvt. Ltd. are nominees of Jagriti Trade Services Pvt. Ltd., accordingly those directors are presumably acting under directions/control of Jagriti Trade Services Pvt. Ltd. Hence, this Tribunal considers it appropriate to require Respondent Company and Ascot Realty Pvt. Ltd. to produce the documents documents/records/information (more particularly the Bank statements, ledger accounts of related parties and note explaining the transactions with such related parties) in their control or possession as required by Forensic Auditor before this Tribunal on the next date of hearing. Needless to say the Board of Directors of Jagriti Trade Services Pvt. Ltd. shall issue necessary instruction to its nominee directors on the board of Ascot Realty Pvt. Ltd. for compliance of this order."

3. It is the submission of the Learned Counsel for the Appellant no

opportunity of being heard was afforded to the Appellant while passing the

order dated 10.03.2025. Heard considering the fact the order dated

10.03.2025 has been superseded by an order dated 11.07.2025 and the

impugned order 10.03.2025 was only to an extent of disclosures qua M/s

Ascot Realty Pvt. Ltd. and not qua the Appellant company as it relate only to

its transactions with Ascot Realty Pvt. Ltd, thus to our mind the impugned

order only seeks disclosures in respect of transactions relating to M/s Ascot

Realty Pvt. Ltd. Admittedly, M/s Ascot Realty Pvt. Ltd. has filed an appeal

challenging the orders passed, hence in these circumstances, we see no

reason to keep this appeal pending as M/s Ascot (supra) is already in

substantive appeal before us. Further the impugned order only requires an

assistance of the appellant to cooperate by disclosing its relations/transactions with M/s Ascot (supra) and nothing else, hence there

seems to be no force in this appeal and it is accordingly dismissed. Pending

applications are also disposed of.

[Justice Yogesh Khanna] Member (Judicial)

[Indevar Pandey] Member (Technical) MT/MD