High Court of Karnataka disposed of multiple writ petitions challenging NCLT contempt orders after parties submitted a joint memo confirming an amicable settlement and withdrawal of NCLT matters. Court set aside impugned orders citing settlement.
Impugned orders set aside in terms of settlement; pending incidental applications disposed off.
This page shows the compact analysis of this judgement. The full analysis — procedural history, issue-by-issue holdings with ratio and obiter, advocates, and paragraph-level evidence for every claim — is being added to the record in batches and will appear here when this judgement has been through it.
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IN THE HIGH COURT OF KARNATAKA, BENGALURU
DATED THIS THE 21ST DAY OF OCTOBER, 2021
BEFORE
THE HON'BLE MR. JUSTICE KRISHNA S.DIXIT
WRIT PETITION NO. 8559/2021(GM-RES) C/W
WRIT PETITION NOS. 8574/2021, 8580/2021, 8586/2021, 9194/2021, 9199/2021(GM-RES)
IN W.P.NO. 8559/2021:
BETWEEN:
GENERAL ELECTRIC COMPANY INCORPORATED IN NEW YORK CITY AND HEADQUARTERED IN BOSTON AT 41 FARNSWORTH ST, BOSTON 02210-1236, MASSACHUSETTS, UNITED STATES OF AMERICA, REPRESENTED BY ITS AUTHORIZED SIGNATORY, MR. JOHN THALIATH.
...PETITIONER
(BY SRI. ARUN KUMAR, SENIOR COUNSEL FOR SRI. RAGHURAM CADAMBI, ADVOCATE)
AND:
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ALSO AT, BERGSCHOT 69, 417 PA BREDA, THE NETHERLANDS, REPRESENTED BY ITS AUTHORIZED SIGNATORY.
… RESPONDENTS (BY SRI. M.S.RAJENDRA, ADVOCATE FOR SRI. VIVEK HOLLA, ADVOCATE FOR C/R1; SRI. NAMAN J, ADVOCATE FOR R1; SRI. ANIND THOMAS, ADVOCATE FOR R3 –R5; SRI. ARJUN RAO, ADVOCATE FOR R6; SRI. MRINAL SHANKAR, ADVOCATE FOR R7)
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THIS WRIT PETITION IS FILED UNDER ARTICLE 227 OF THE CONSTITUTION OF INDIA PRAYING TO CALL FOR THE RECORDS OF THE NATIONAL COMPANY LAW HONBLE NCLT, BENGALURU BENCH IN COMPANY PETITION NO.102/BB/2019 AND SET ASIDE THE ORDER DATED 20.04.2021 PASSED BY THE NATIONAL COMPANY LAW HONBLE NCLT, BENGALURU BENCH IN CONTEMPT APPLICATION NO.2 OF 2021 IN COMPANY PETITION NO.102/BB/2019 ANNEXURE-A.
IN W.P.NO.8574/2021:
BETWEEN:
NUOVO PIGNONE INTERNATIONAL SRL, PREVIOUSLY KNOWN AS NUOVO PIGNONE SPA, INCORPORATED UNDER THE LAW OF ITALY HAVING ITS OFFICE AT 2 VIA FELICE MATTEUCCI 2 FIRENZE, FI 50127, ITALY,
REPRESENTED BY ITS POWER OF ATTORNEY HOLDER, SUNDARRAJAN M. B. SON OF MR. BALASUBRAMANYAM, M.C., AGED ABOUT 43 YEARS, RESIDING AT 557 AND AMP 558, NAKSHATRA, 16TH B CROSS, 1ST MAIN, PAI LAYOUT, BANGALORE-560 016. …PETITIONER (BY SRI. ARUN KUMAR, SENIOR COUNSEL FOR SRI. AMOGH C A, ADVOCATE)
AND:
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…RESPONDENTS (BY SRI. M S RAJENDRA, ADVOCATE FOR SRI. VIVEK HOLLA, ADVOCATE FOR C/R1; SRI. NAMAN J, ADVOCATE FOR R1;
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SRI. ANIND THOMAS, ADVOCATE FOR R3& R4; SRI. ARJUN RAO, ADVOCATE FOR R6; SRI. MRINAL SHANKAR, ADVOCATE FOR R7)
THIS WRIT PETITION IS FILED UNDER ARTILCE 227 OF THE CONSTITUTION OF INDIA, PRAYING TO CALL FOR THE RECORDS OF THE NATIONAL COMPANY LAW TRIBUNAL BENGALURU BENCH IN COMPANY PETITION NO.102/BB/2019 AND ORDER DATED 20.04.2021 PASSED BY NATIONAL COMPANY LAW TRIBUNAL BENGALURU BENCH IN CONTEMPT APPLICATION NO.2.2021 IN COMPANY PETITION NO.102/BB/2019 ANNEXURE A AND ETC.,
IN W.P.NO.8580/2021:
BETWEEN:
DI NETHERLANDS B V., INCORPORATED UNDER THE LAWS OF THE NETHERLANDS, HAVING ITS OFFICE AT MARKENWEG 7 PO BOX 61, VARSSEVELD, 7050 AB, NETHERLANDS,
ALSO AT: BERGSCHOT 69, 4817 PA BREDA, THE NETHERLANDS, REPRESENTED BY ITS POWER OF ATTORNEY HOLDER, MR. PRAMOD KUMAR AMANCHARLA, AGED ABOUT 49 YEARS, SON OF MR. SATCHIDANANDA RAO AMANCHARLA, RESIDING AT VILLA NO.91, DREAM MEADOWS,RYAN SCHOOL ROAD, BROOKSFIELD, KUNDALAHALLI PO, BANGALORE-560 037.
…PETITIONER
(BY SRI. ARUN KUMAR, SENIOR COUNSEL FOR SRI. AMOGH C.A., ADVOCATE)
AND:
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FATHER’S NAME MR. CULP BOSTON, AT 41 FARNSWORTH ST, BOSTON 02210-1236, MASSACHUSETTS, UNITED STATES OF AMERICA.
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REPRESENTED BY ITS AUTHORIZED SIGNATORY.
…RESPONDENTS
(BY SRI. M.S.RAJENDRA, ADVOCATE FOR SRI. VIVEK HOLLA, ADVOCATE FOR C/R1; SRI. NAMAN J, ADVOCATE FOR R1; SRI. ANIND THOMAS, ADVOCATE FOR R3 & R4; SRI. ARJUN RAO, ADVOCATE FOR R6; SRI. MRINAL SHANKAR, ADVOCATE FOR R7)
THIS WRIT PETITION IS FILED UNDER ARTICLE 227 OF THE CONSTITUTION OF INDIA, PRAYING TO CALL FOR THE RECORDS OF THE NATIONAL COMPANY LAW HONBLE NCLT, BENGALURU BENCH IN COMPANY PETITION NO.102/BB/2019 AND SET ASIDE THE ORDER DATED 20.04.2021 PASSED BY THE NATIONAL COMPANY LAW HONBLE NCLT, BENGALURU BENCH IN CONTEMPT APPLICATION NO.2 OF 2021 IN COMPANY PETITION NO.102/BB/2019 ANNEXURE-A AND ETC.,
IN W.P.NO.8586/2021:
BETWEEN:
BAKER HUGHES INC. A COMPANY INCORPORATED UNDER THE LAWS OF HOUSTON, TEXAS, USA, OFFICE AT 17021, ALDINE WESTFIELD ROAD, HOUSTON, TEXAS, UNITED STATES OF AMERICA,
(FORMERLY BAKER HUGHES, A GE COMPANY, LLC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE AND HAVING ITS PRINCIPAL EXECUTIVE OFFICE AT 17021, ALDINE WESTFIELD ROAD, HOUSTON, TEXAS, UNITED STATES OF AMERICA),
REPRESENTED BY ITS POWER OF ATTORNEY HOLDER, MR. ASHOK GURULINGAPPA RODAGI, SON OF MR. GURULINGAPPA. S. RODAGI, AGED ABOUT 50 YEARS, RESIDING AT NO. 47, 1ST MAIN, VENKATESHWAR LAYOUT, ATTIGUPPE, BENGALURU-560 040. …PETITIONER (BY SRI. ARUN KUMAR, SENIOR COUNSEL FOR SRI. AMOGH C A, ADVOCATE)
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AND:
BERGSCHOT 69, 417 PA BREDA, THE NETHERLANDS,
REPRESENTED BY ITS AUTHORISED SIGNATORY.
REPRESENTED BY ITS AUTHORIZED SIGNATORY.
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(BY SRI. M.S.RAJENDRA, ADVOCATE FOR SRI. VIVEK HOLLA, ADVOCATE FOR C/R1; SRI. NAMAN J, ADVOCATE FOR R1; SRI. ANIND THOMAS, ADVOCATE FOR R3 & R4; SRI. ARJUN RAO, ADVOCATE FOR R6; SRI. MRINAL SHANKAR, ADVOCATE FOR R7)
THIS WRIT PETITION IS FILED UNDER ARTICLE 227 OF THE CONSTITUTION OF INDIA, PRAYING TO CALL FOR THE RECORDS OF THE NATIONAL COMPANY LAW HONBLE NCLT, BENGALURU BENCH IN COMPANY PETITION NO.102/BB/2019 AND SET ASIDE THE ORDER DATED 20.04.2021 PASSED BY THE NATIONAL COMPANY LAW HONBLE NCLT, BENGALURU BENCH IN CONTEMPT APPLICATION NO.2 OF 2021 IN COMPANY PETITION NO.102/BB/2019 ANNEXURE-A AND ETC.,
IN W.P.NO.9194/2021:
BETWEEN:
MR. MICHELE STANGARONE, AGED 65 YEARS, S/O MR.RAIMONDO STANGARONE VIA FELICE MATTEUCCI 250 127. FIRENZE, ITALY.
…PETITIONER (BY SRI. ARUN KUMAR, SENIOR COUNSEL FOR SRI. ARJUN RAO, ADVOCATE)
AND:
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…RESPONDENTS (BY SRI. M.S. RAJENDRA, ADVOCATE FOR SRI. VIVEK HOLLA, ADVOCATE FOR C/R1; SRI. NAMAN J, ADVOCATE FOR R1; SRI. ANIND THOMAS, ADVOCATE FOR R2 TO R4; SRI. MRINAL SHANKAR, ADVOCATE FOR R7)
THIS WRIT PETITION IS FILED UNDER ARTILCES 226 AND 227 OF THE CONSTITUTION OF INDIA, PRAYING TOCALL FOR THE RECORDS OF THE NATIONAL COMPANY LAW TRIBUNAL, BENGALURU BENCH IN COMPANY PETITION NO.102/BB/2019 AND SET ASIDE THE ORDER DTD APRIL 20, 2021 PASSED BY THE NATIONAL COMPANY LAW TRIBUNAL, BENGALURU BENCH IN CONTEMPT APPLICATION NO.2 OF 2021 IN COMPANY PETITION NO.102/BB/2019 VIDE ANNX-A.
IN W.P.NO.9199/2021:
BETWEEN:
H.LAWRENCE CULP, JR. (LARRY CULP) AGED MAJOR, SON OF MR.CULP SRI., BOSTON, AT 41 FARNSWORTH ST, BOSTON 02210-1236, MASSACHUSETTS, UNITED STATES OF AMERICA, REPRESENTED BY HIS POWER OF ATTORNEY JOHN THALIATH, AT EPIP 122 (PHASE II), WHITEFIELD ROAD, JOHN F. WELCH TECHNOLOGY CENTER, HOODI VILLAGE, BENGALURU-560 066. …PETITIONER (BY SRI. ARUN KUMAR, SENIOR COUNSEL FOR SRI. A.S.VISWAJITH, ADVOCATE)
AND:
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…RESPONDENTS (BY SRI. M S RAJENDRA, ADVOCATE FOR
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SRI. VIVEK HOLLA, ADVOCATE FOR C/R1; SRI. NAMAN J, ADVOCATE FOR R1; SRI. ANIND THOMAS, ADVOCATE FOR R2 TO R4; SRI. MRINAL SHANKAR, ADVOCATE FOR R7)
THIS WRIT PETITION IS FILED UNDER ARTICLE 227 OF THE CONSTITUTION OF INDIA, PRAYING TO CALL FOR THE RECORDS OF THE HONBLE NCLT, BENGALURU BENCH IN COMPANY PETITION NO. 102/BB/2019 AND SET ASIDE THE ORDER DTD. 20.04.2021 PASSED BY THE HONBLE NCLT, BENGALURU BENCH IN CONTEMPT APPLICATION NO.2 OF 2021 IN COMPANY PETITION NO.102/BB/2019 (ANNX-A) AND ETC.,
THESE PETITIONS COMING ON FOR ORDERS THIS DAY, THE COURT MADE THE FOLLOWING:-
ORDER
Both the sides submit that in all these matters, an amicable settlement has been worked out in terms of Joint
Memo dated 06.09.2021 which reads as under:
“JOINT MEMO
The Parties above named jointly submit as follows:
1. The present Writ Petition was filed by the Petitioner, challenging the order dated April 20, 2021 ( Impugned Order” ) passed by the National Company Law Tribunal, Bengaluru bench (“NCLT” ) in Contempt Case No.2/2021 in Company Petition No.102/BB/2019 filed by Respondent No.1.
2. Respondent No.1, has filed the Contempt Case No.2/2021. By the Impugned order, the NCLT had passed certain directions against the Petitioner apart from holding the Petitioner ‘prima facie’ in contempt.
3. Now, the Petitioner (along with its affiliates who have separately challenged the Impugned Order) and Respondent Nos. 1 and 7 have been
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able to amicable settle all underlying disputes between themselves. In this regard, Respondent No.1 (the Petitioner in Company Petition No.102/BB/2019 and the Applicant in Contempt Case No.2/2021) have agreed to unconditionally withdraw the said matters pending before the NCLT.
4. Since the matters before the NCLT are being withdrawn and all disputes between the parties having been amicably settled, the parties provide their unconditional consent through this Memo for the Impugned Order to be set aside.
WHEREFORE , it is respectfully prayed that this Hon’ble Court may be pleased to take the present Memo on record and set aside the Impugned Order in the Writ Petition No.8559 of 2021 and pass any such orders as deemed necessary, in the interests of justice and equity.”
A perusal of the terms of Joint Memo shows the settlement to be just & reasonable; the same should hopefully put an end to the lis between the parties including the contempt related proceedings. There is no legal or factual impediment for the disposal of these writ petitions in terms of the settlement, subject to all just exceptions.
It hardly needs to be stated that the settlement would bind the parties only and shall not prejudice the claim if any, of others, in any way.
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In the above circumstances, these writ petitions are
disposed off in terms of settlement and impugned orders are set at naught.
In view of the disposal of main matter, all pending
IAs pale into insignificance.
Costs made easy.
Sd/JUDGE
Bsv
1 issue framed by the court
Whether the writ petitions filed to set aside NCLT contempt orders should be disposed of in light of an amicable settlement between parties.
1 provisions across 1 enactments
General Electric Company Incorporated
Triveni Turbine Limited.
Nuovo Pignone International Srl
Di Netherlands BV
Baker Hughes Inc
H. Lawrence Culp, Jr.
Krishna S. Dixit
As recorded by the court registry
Judgements on the same questions, provisions and authorities, from every court
