IN IN IN THE HIGH COURT OF JUDICATURE AT BOMBAY THE HIGH COURT OF JUDICATURE AT BOMBAY THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORDINARY ORDINARY ORIGINAL CIVIL JURISDICTION ORIGINAL CIVIL JURISDICTION ORIGINAL CIVIL JURISDICTION APPEAL APPEAL APPEAL NO. 635 OF 2006 NO. 635 OF 2006 NO. 635 OF 2006 IN IN IN NOTICE NOTICE NOTICE OF MOTION NO. 1508 OF 2006 OF MOTION NO. 1508 OF 2006 OF MOTION NO. 1508 OF 2006 IN IN IN SUIT SUIT SUIT NO. 1301 OF 2006 NO. 1301 OF 2006 NO. 1301 OF 2006 1. Kishore Rajaran Chhabria & 9 ors. ] .. Appellants (Ori.Plaintiffs) Versus 1. Dr.Vijay Mallya & 6 ors. ] .. Respondents (Ori.Defendants) Mr.J.J. Bhatt, senior counsel with Mr. C.S. Balsara & Swati Deshpande i/b M/s. Mulla & Mulla and Cragie Blunt & Caroe for the appellants. Mr. Aspi Chinoy, senior counsel with Mr. M.S. Doctor i/b M/s.B. Munim & Co. for the respondents No.1 to 6. CORAM: R.M. LODHA & S.A. BOBDE, JJ. DATED: 29TH AUGUST, 2006 P.C. : . We heard the senior counsel for the appellants and the respondents No.1 to 6. 2. At the outset, Mr. Aspi Chinoy, the senior counsel for the respondents No.1 to 6 handed in copy of the order dated 31st July, 2006 passed by the learned Company Judge in Company Petition No.342 of 2006 sanctioning the scheme annexed to the Petition. : 2 : 3. It is common ground between the senior counsel for the parties that under the scheme, once it becomes effective the subject shares shall stand extinguished. However, Mr.J.J. Bhatt, the senior counsel for the appellants would rely on Section 391(3) of the Companies Act and submit that until the certified copy of the order has been filed with the Registrar of Companies, the order dated 31st July, 2006 shall have no effect. 4. Paragraph 7 of the order dated 31st July, 2006 reads thus: "7. All concerned parties including Registrar of Companies to act on the ordinary copy of the order and scheme annexed to the petition, authenticated by the Company Registrar, High Court, Bombay." 5. The challenge to paragraph 7 of the order dated 31st July, 2006 cannot be allowed to be put in issue by relying on Section 391(3) of the Companies Act in the present Appeal. If so aggrieved, the concerned party has to challenge the order dated 31st July, 2006 in independent proceedings. 6. The fact of the matter is that the scheme has been sanctioned by the learned Company Judge by the : 3 : order dated 31st July, 2006 and as per the said scheme, the subject shares shall stand extinguished once the scheme becomes effective. 7. In view of the order dated 31st July, 2006 we are satisfied that nothing remains to be decided in the present Appeal. However, this order shall not preclude the aggrieved party in challenging the order dated 31st July, 2006 in appropriate proceedings, if entitled in law, on its own merits. . Appeal is dismissed accordingly. Sd/- [R.M. [R.M. [R.M. LODHA, J.] LODHA, J.] LODHA, J.] Sd/- [S.A. [S.A. [S.A. BOBDE, J.] BOBDE, J.] BOBDE, J.]