1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION CONTEMPT PETITION NO.89 OF 2008 IN Notice of Motion No.348 of 1994 in Suit No. 352 of 1994 Metaoxide Pvt. Ltd. ..Petitioners vs. Hill Properties Ltd. and ors. ..Respondents Mr.Sharan Jagtiani with Mr.Suprash Jain i/b Mr.Anil D Souza for petitioners Mr.Birendra Saraf with Mr.Abhishek Sawant i/b Wadia Ghandy and Co. for respondent no.3 CORAM: S.J.KATHAWALLA J. 17 th July, 2009 P.C. 1 This contempt petition is taken out by the petitioners (original plaintiffs) against American Express Bank, respondent no. 3, on the ground that respondent no.3 has breached the order passed by this Court dated 15h November, 1995 whereunder respondent no.3 was restrained by an order of injunction from disposing of, alienating, encumbering or 2 creating third party rights or interest directly or indirectly in respect of the said shares and flat no.39 during the pendency of suit no.352 of1994. 2 It is the petitioners case that despite the aforesaid injunction order dated 15 th November, 1995, American Express Bank has willfully and deliberately disobeyed the said order by transferring the said flat no. 39 to Standard Chartered Bank.(SCB) 3 Respondent no.3 has filed an affidavit dated 28 th January, 2009 pointing out that the said flat has been transferred to the SCB in view of the amalgmation of respondent no.3 with the SCB. The said scheme of amalgamation was under section 44A of the Banking Regulations Act, 1949 between respondent no. 3 (transferor thereof) with the SCB (transferee thereof). The scheme was sanctioned by the Reserve Bank of India by its order dated 4 th March, 2008. It is 3 pointed out that the said scheme was implemented in consequence of the global acquisition of respondent no.3 by the SCB. It is further pointed out that clause 11 of the said scheme expressly provides that all the pending suits, actions, claims and other legal, arbitral or other quasi judicial proceedings by or against respondent no.3 would be continued, prosecuted and enforced by and/or against the SCB. Clause 11 of the said scheme is reproduced hereunder. On and from the Appointed Date, all pending suits, actions, claims and other legal, arbitration or other quasi judicial proceedings by or against AEBL in relation to the Undertaking shall not abate, be discontinued or be in any way prejudicially affected, but shall, subject to other provisions of this Scheme, be continued, prosecuted and enforced by or against SCB and SCB shall be entitled to the benefits of such proceedings and shall satisfy any decree/order passed therein in accordance with law. Where a contravention of any of 4 the provisions of any statute or of any rule, regulation, direction or order made thereunder has been committed by, or any proceedings for a criminal offence has been instituted against, a director or secretry, manager, officer or other employee of AEBL before the Appointed Date, such director, secretary, manager, officer or other employee shall be liable to be proceeded against under such law and punished in accoredance with law. 4 Respondent no.3 has further submitted that SCB is subject to and bound by the order passed by this Court dated 15 th November, 1995 to the same extent and effect that respondent no.3 was prior to its amalgamation with Standard Chartered Bank and that respondent no.3 has not alienated or created any third party interest in respect of the shares and/or flat no.39 and have, therefore, not either violated or wilfully disobeyed this Court s order dated 15 th November, 1995 as sought to be alleged by the petitioners. 5 5. I am in agreement with the submissions made on behalf of respondent no.3 and the contentions set out in the affidavit dated 28 th January, 2009 filed by respondent no.3. In my view, the order passed by this Court dated 19 th November 2008 continues to be in force and is binding upon the Standard Chartered Bank. In view thereof, the contempt petition stands dismissed with no order as to costs. (S.J.KATHAWALLA J.)