Holding

The Court declined to recall the earlier orders, refused to declare the company part of the Amrapali Group, and refused to hand the project over to NBCC, allowing the company to continue construction and to sell the 632 flats under court‑supervised conditions.

Summary

The Supreme Court considered several interim applications concerning the La‑Residentia residential project, which was marketed as an Amrapali Group development promising delivery within 36 months. After a forensic audit, the Court had earlier ordered that 19.75% of the project (632 flats) be surrendered to the Amrapali Group and that the National Buildings Construction Corporation (NBCC) complete the project. The applicants sought to recall those orders, to have La‑Residentia Developers declared a part of the Amrapali Group, and to hand the project over to NBCC. The Court held that, given the substantial progress of construction (over 1,100 flats already delivered) and the cost escalation that would result from handing the project to NBCC, it would be unjust to recall the earlier orders or to treat the company as part of the Amrapali Group. The Court allowed the company to continue construction, permitted the sale of the 632 flats under strict court‑supervised conditions, modified the injunction, and directed that proceeds be secured for the benefit of the home‑buyers. All the applications were disposed of without any order as to costs.

Issues considered

Whether the orders dated 23 July 2019 and 14 October 2019 directing surrender of 632 flats and appointment of NBCC should be recalled or revisited.
Whether La‑Residentia Developers Pvt. Ltd. should be declared a part of the Amrapali Group of Companies.
Whether the project should be handed over to NBCC or any third party for completion.
Whether the 632 flats can be sold by the company under court‑supervised terms instead of being surrendered.
Whether the injunction restraining the sale of the 632 flats should be modified.

Legislation cited

Constitution of Indias. Article 32

Subjects

real estate fraudforensic auditinterim applicationproject completionNBCCAmrapali Groupconsumer protectioninjunctionshareholdingconstruction cost escalation

Judgment

[2021] 6 S.C.R. 887 887

BIKRAM CHATTERJI & ORS A
v.
UNION OF INDIA & ORS.
I.A. No.168186 of 2018, I.A. No. 109882 of 2020, I.A. No.114865 of
2020, I.A. No.153341 of 2019, I.A. No.120307 of 2020, I.A. B
No.123299 of 2020 And I.A. No. 6397 of 2021
(IN RE.: LA-RESIDENTIA PROJECT)
In
(Writ Petition (Civil) No. 940 of 2017)
C
JUNE 29, 2021
[UDAY UMESH LALIT AND ASHOK BHUSHAN, JJ.]
Housing: Residential project – Project to be developed by
the Company concerned was widely advertised through brochures
and advertisements as ‘Amrapali La Residentia’ project, promising D
delivery of apartments within 36 months – Claim of flat buyers –
Writ Petition filed in Supreme Court submitting that amounts invested
by the apartment holders were siphoned away by the Amrapali Group
of Companies – While entertaining the writ petitions, Supreme Court
directed audit by forensic auditors – Observations of forensic E
auditor quoted with approval by Supreme Court in its Judgment
dated 23.07.2019 – Another order dated 14.10.2019 subsequently
passed by Supreme Court – Prayer in interim applications either
seeking recall of Supreme Court orders dated 23.07.2019 and
14.10.2019 or revisit of the issue whether the Company ought to be
declared as part of the Amrapali Group of Companies – Tenability F
– Held: Not tenable, more particularly because of the developments
with respect to the instant project – Unlike all the other projects of
the Amrapali Group which were made over to the NBCC, the
development with respect to the instant project has always been an
on-going process – Further, if the instant project is now handed G
over to the NBCC, it would result in escalation in costs to the
detriment of the flat buyers – That apart, the interest of the Amrapali
Group of Companies and consequently that of the flat buyers who
had invested money in other Amrapali Projects already stood
quantified at 19.75% by Orders dated 23.07.2019 and 14.10.2019
H
887
888 SUPREME COURT REPORTS [2021] 6 S.C.R.

A – Considering all the features of the matter, it would not be just and
proper to hand over the development at this stage to the NBCC – It
would not be appropriate to recall the orders dated 23.07.2019
and 14.10.2019 or to revisit the issue whether the Company could
be declared to be part of the Amrapali Group of Companies –
However, directions passed to secure the amounts receivable by
B
Amrapali Group of Companies through the instant project –
Applications under consideration accordingly disposed of.
CIVIL ORIGINAL JURISDICTION: I.A. No.168186 of 2018,
I.A. No. 109882 of 2020, I.A. No.114865 of 2020, I.A. No.153341 of
2019, I.A. No.120307 of 2020, I.A. No.123299 of 2020 And I.A. No.
C 6397 of 2021.
(In Re.: La-residentia Project)
In
Writ Petition (Civil) No. 940 of 2017.
D
(Under Article 32 of The Constitution of India)
Vikramjit Banerjee, ASG., R. Venkataramani, Parag Tripathi, Joy
Basu, Gopal Sankarnarayanan, Sr. Advs., Ravindra Kumar, M. L. Lahoty,
Paban K Sharma, Anchit Sripat, Himanshu Shekhar, Mukul Singh, Vibhu
Shankar Mishra, B. V. Balaram Das, Kanak Bose, Varun Sarin, Ms.
E
Mishika Bajpai, Ashok Mathur, Raj Kamal, Maheen Pradhan, Aseem
Atwal, Kartavya Batra, Avish Bhati, Mohit Chaudhary, Ms. Puja Sharma,
Kunal Sachdeva, Chowdhary Zulfar Ali, Ms. Garima Sharma, Ms.
Vardhan Gupta, Paras Mithal, Parveen Kumar for M/S. Kings And
Alliance LLP, MS. Sunita Yadav, Abhigya Kushwah, Siddharth Rajkumar
F Murarka, Pradeep Kumar Dubey, Ms. Anamika Kushwaha, Ms. Nandita
Rao, Shashank Shekhar, Mrs. Mahija Reddy, K. N. Agnihotri, Virender
Arora, Sanjay Kapur, Ms. Megha Karnwal, V M Kannan, Arjun Bhatia,
Lalit Rajput, Yajur Bhalla, Vijay Kumar Diwedi, Akhilesh Kumar Pandey,
Ashish Bajpayee, Deepak Samota, Shubham Bhalla, R. K. Awasthi,
Prashant Kumar, Ms. Ritu Arora, Piyush Vatsa, Santosh Kumar-I, Vipul
G
Ganda, Vishal Ganda, Satyajit A. Desai, Satya Kam Sharma, Saransh
Kothari, Ms. Anagha S. Desai, Pradhuman Gohil, Ms. Taruna Singh
Gohil, Ashish Kabra, Mohammad Kamran, Ms. Ranu Purohit, Ms. Tanya
Srivastava, Ms. Jasleen Bindra, Divyakant Lahoti, Parikshit Ahuja, Ms.
Praveena Bisht, Ms. Madhur Jhavar, Ms. Vindhya Mehra, Kartik Lahoti,
H Ms. Shivangi Malhotra, Dharmendra Kumar Sinha, Amit Sinha, Subodh
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 889

Kr. Pathak, Sunil Rai, Ms. Richa Kapoor, Kunal Anand, Ms. Shalya A
Agarwal, Ms. Surabhi Katyal, Ms. Monoj V George, Ranjit Philip, Ms.
Bhavika, Ms. Shilpa Liza George, Syed Mehdi Imam, Mohd Parvez
Dabas, Uzmi Jameel Husain, Mohd. Aamir Dubas, Ms. Jasmine
Damkewala, Pallav Mongia, Ms. Vaishali Sharma, Dinesh Chander
Trehan, Bishwajit Dubey, Ms. Srideepa Bhattacharyya, Manpreet
B
Lamba, M/S. Cyril Amarchand Mangaldas, Janender Kumar Chumbak,
Ms. Radhika, Ms. Amita Singh Kalkal, Niraj Gupta, Mohd. Fuzail Khan,
Mrs. Anshu Gupta, Dheeraj Nair, Kislay Kumar, Ms. Vishrutyi Sahni,
Vaibhav Luthra, Ms. Mithu Jain, Shreyan Das, Rajesh P., Rahul Malhotra,
Ms. Himanshi Madan, Devendra Kumar Sing, Karunakar Mahalik, Ms.
Sonam Gupta, Anurag Tandon, Ms. Anuj Bhandari, Ms. Disha Bhandari, C
Ms. Shobha Gupta, Ms. Medha Garg, Nirmal Kumar Ambastha, Ms.
Ashmita Bisarya, Dr. Amardeep Gaur, for M/S. V. Maheshwari & Co.,
Manoj Singh, Sanjay Kumar Visen, Arpit Rai, Aviral Kashyap, Rohit
Kumar Singh, Rahul Kumar Gupta, Rohit Amit Sthalekar, O. P. Gaggar,
Himanshu Shekhar, Vishnu Sharma, Ms. Rakhi Ray, Ms. Garima
D
Prashad, Mrs. Anil Katiyar, Mukesh Kumar Maroria, S. K. Verma, Kedar
Nath Tripathy, Brijesh Kumar Tamber, Christopher Dsouza, M/S. Devasa
& Co., Somesh Chandra Jha, Ramesh Babu M. R., Ms. Rajkumari Banju,
Vipin Kumar Jai, Praveen Chaturvedi, Ms. Anannya Ghosh, Aakarshan
Aditya, G. N. Reddy, Ms. Sneha Kalita, Mr. Prerna Mehta, B. K. Satija,
D. S. Chauhan, Ashwarya Sinha, T. Mahipal, Badri Prasad Singh, E
Chandra Prakash, Alok Tripathi, Ms. Astha Sharma, Mishra Saurabh,
Aneesh Mittal, Mrs. Niranjana Singh, Sureshan P., Anas Tanwir,
Pawanshree Agrawal, Ms. Suruchii Aggarwal, M/S. Karanjawala &
Co., Ms. Anindita Pujari, Kaushik Choudhury, Jasmeet Singh, Pradeep
Misra, Raj Bahadur Yadav, Ms. Manisha Ambwani, Mushtaq Ahmad,
F
M. T. George, Ms. Divya Roy, Sumit Sinha, Ms. Anubha Agrawal, Aditya
Jain-1, Sonal Jain, Gaurav, Rajat Mittal, Ms. Indra Sawhney, Ms. Bharti
Tyagi, Umesh Kumar Khaitan, M/S. Shakil Ahmad Syed, Gaurav Goel,
Anil Kumar Mishra-I, Shantwanu Singh, Rameshwar Prasad Goyal,
Sanchit Garga, Pramod Dayal, Mrs. Swarupama Chaturvedi, Ms. Mayuri
Raghuvanshi, Vishal Gupta, Ms. Charu Mathur, Aman Gupta, B. Krishna G
Prasad, Uddyam Mukherjee, Sanjai Kumar Pathak, Deepak Prakash,
Ms. Kamakshi S. Mehlwal, Ms. T. Archana, Ashok Mathur, Rishi
Matoliya, Mrs. Kirti Renu Mishra, Ms. Sujata Kurdukar, Abhinav
Ramkrishna, Ms. Dharitry Phookan, Advs. for the appearing parties.
Pavan Aggarwal, Ravinder Bhatia, Forensic Auditors. H
890 SUPREME COURT REPORTS [2021] 6 S.C.R.

A The Order of the Court was passed by
UDAY UMESH LALIT, J.
1. This Order shall dispose of following three sets of applications:-
A) I.A. No.168186 of 2018 (Z-68*), I.A. No.109882 of 2020 (Z-
B 309 and R-103*) and I.A. No.114865 of 2020 (Z-318*) filed by the
*

Association1 and by some applicants who have booked apartments in
the project developed by the Company2.
B) I.A. No.153341 of 2019 (Z-233*), I.A. No.120307 of 2020 (I-
155 ) and I.A.No.123299 of 2020 (I-158*) filed by the Company; and
*

C C) I.A.No.6397 of 2021 (Z-342 *) filed by Religare Finvest
Limited, the creditor of the Company.
2. By lease deed dated 03.02.2011 executed between Greater
Noida Industrial Development Authority (‘GNIDA’, for short) and the
Company, plot bearing No.GH-06A SECTOR–TECH ZONE-IV, Greater
D Noida was permitted to be developed by the Company on certain
conditions. It was specifically stated that the Company was a special
purpose company incorporated by the consortium of following six entities
against whose names the respective shareholding was mentioned. The
relevant clauses of the lease deed were:-
E “…The registered consortium consists of following: -
S.No. Name of member Shareholding Status

1. M/s. Vidhyashsree BuildconPvt. Ltd. 26% Lead Member
2. M/s. Nishant Creations Pvt.Ltd. 19% Relevant Member
3. M/s. Anjali Buildcon PrivateLimited 20% Relevant Member
F 4. M/s. Agarwal Associates(Promoters) Ltd. 5% Relevant Member
5. M/s. Elegant Infracon PrivateLimited 19% Relevant Member
6. M/s. Stunning ConstructionsPrivate Limited 11%

Whereas the above-registered consortium who jointly qualify for
G the bid and secured the allotment of said plot being highest bidder.
They through its lead member M/s. Vidhyashree Buildcon Pvt.
Ltd. have approached the lessor in accordance with clause C-8
*
Court Volume Number
1
Amrapali La Residentia Flat Buyers Association
2
H La-Residentia Developers Private Limited
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 891
[UDAY UMESH LALIT, J.]

of the brochure/bid document of the scheme to sub-divide the A
said plot of land with the following status of holding lease rights:-
Sl. Pl ot No. Sector Divided Name of member Status
No. Area
(in Sq.M.)

1. GH-06A Techzone-IV 80026.62 M/s. La Residentia Special B
Developers Pvt . Ltd. Purpose
(SPC) Company
(SPC of M/s.
Vidhyashree Buildcon
Pvt. Ltd., M/s. Nishant
Creations Pvt. Ltd., M/s.
Anjali Buildcon Private
Li mited, M/s. Agarwal C
Associates (Promoters)
Lt d. And M/s. Stunning
Constructions Private
Li mited
2. GH-06B Techzone-IV 17700 M/s. Elegant Infracon Relevant
Private Limited Member
… … … D
And it has been represented to the lessor that the CONSORTIUM
members have agreed amongst themselves that M/s. Vidhyashree
Buildcon Pvt. Ltd. having its registered office at H.No.195, 2nd
Floor, Back Side, Ram Vihar, Delhi-110092 shall remain lead
member of the consortium and lessee shall solely develop the
E
project on the demarcated Builders Residential/Group Housing
Plot No.GH-06A, Sector Techzone-IV, Greater Noida measuring
an area 80026.62 sqm.”
3. The project to be developed by the Company was widely
advertised through brochures and advertisements as ‘Amrapali La
F
Residentia’ project, promising delivery of apartments within 36 months.
The relevant portion of the brochure was:-
“Amrapali has transformed the entire concept of living with its
various value added residential projects. Once more living up to
its reputation it is presenting a unique residential condominium
G
which is identified as Terrace Homes for its novel concept. Terrace
Homes are 2, 3 & 4 Bedroom Apartments with individual terraces
assigned to them. Three side open terrace that is virtually ocean
of fresh air is a star feature of every apartment of this modern
and architecturally improved apartment housing. The terraces are
just imitative of the lush green lawns in private villas and serves H
892 SUPREME COURT REPORTS [2021] 6 S.C.R.

A as the lungs of the apartments. This heart of the apartment can
be used for multipurpose household occasions.
Where dedication is redefined
Real Estate and construction have been redefined by
Amrapali Group to such a grand extent that it has become a brand
B name. Amrapali Group has successfully proved its forte in varied
Real Estate verticals from Residential Housing solutions to
Commercial edifices to IT parks and educational institutions. In
the last couple of years Amrapali Group has contributed in the
phenomenal growth of real estate and infrastructure industry with
C many turnkey solutions. The Group strives for quality and ensures
the best of technology, planning, design and construction for all of
its projects. This has resulted in star projects like Amrapali Green,
Amrapali Royal, Amrapali Village, Amrapali Awadh, Amrapali
Vaishali and Amrapali Exotica Apartments.”
4. Relying on the promises made in the brochure and believing the
D
representation that the project was of ‘Amrapali Group’, various interested
parties booked apartments paying booking amount running into several
crores. It appears that 3256 apartments were to be constructed and
developed in three phases; 1408 apartments in the first phase, 996
apartments in the second phase and 852 apartments in the third phase.
E 5. Writ Petition (Civil) No.940 of 2017 (Bikram Chatterji and others
vs. Union of India and others) and other connected matters filed in this
Court sought to highlight acts of commission and omission on part of the
Amrapali Group of Companies and persons in charge of the affairs and
submitted that the amounts invested by the apartment holders were
F siphoned away by the Amrapali Group of Companies. While entertaining
these Writ Petitions, by Order dated 06.09.20183 this Court directed that
46 companies including the Company be audited by forensic auditors.
Accordingly, the forensic auditors considered various issues and submitted
their reports in February and April 2019. With regard to the project
‘Amrapali La-Residentia’, the forensic auditors noted:-
G
“La Residentia
A big project having more than 3,200 dwelling units was launched
in 2010-11 having an equity shareholding of 19.75% in the name
of Stunning Construction Pvt. Ltd.
H 3
(2020) 16 SCC 375
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 893
[UDAY UMESH LALIT, J.]

• Stunning Construction Private Limited (‘Stunning’), an A
Amrapali Group Company, holds 19.75% shares in the
company. Stunning has been a consortium partner since
beginning and land was allotted by Noida Authorities to the
5 members consortium including Stunning. The project was
launched as an Amrapali group project and was marketed
B
accordingly. As per the discussion with directors of La
Residentia Developers Private Limited, they broke up with
Amrapali group in 2017. 2017 is the year when writ petition
was filed before the Honorable Supreme Court. It is informed
to us that a marketing agreement was entered into between
La Residentia Developers Private Limited and Amrapali C
group (name of the company not known) that Amrapali
group would market its project for a consideration of Rs.16
crore. It was informed by Mr. Sanjeev Kumar (director of
La Residentia Developers Private Limited and a very old
friend of Mr. Shiv Priya, director, Amrapali group) that though
D
the agreement was signed but Amrapali group didn’t provide
a copy of the agreement. It proves that Amrapali director
were having significant influence on La Residentia
Developers Private Limited that they had an authority even
not to give a copy of the agreement to a person/entity who
has signed it. E
• Out of Rs.16 Crore, which were to be paid to Amrapali
Group as per the agreement, Rs.4 crore were paid to Saffron
Promart Consultancy Private Limited, owned and controlled
by CFO Chander Wadhwa) under a verbal instruction of
Mr. Adikhari, GM/DG accounts of Amrapali group. It is to F
be noted that directors of La Residentia Developers Private
Limited were acting and working under the supervision of
Mr. Adhikari who was a middle level management officer.
It indicates that the project was conceived by Mr. Anil
Kumar Sharma & Mr. Shiv Priya, directors of Amrapali
group and Mr. Sanjeev Kumar, Mr. Mukesh Kumar Roy G
and Others were only a front.
• It is very clear that there was no contribution of funds from
the consortium partners. Whatever funds contributed by
the consortium partners were not only withdrawn within a
very short period but over and above that extra funds were H
894 SUPREME COURT REPORTS [2021] 6 S.C.R.

A given to them in the name of interest free loans and
advances.
• Amrapali group companies have transferred some of their
buyers to the company. We found that the list of unsold
inventory was sent to Mr. Anil Sharma and it was he who
B decided that the following buyers from Amrapali group
companies be shifted to La Residentia. This proves that La
Residentia was under the direct control of Mr. Anil Sharma
and Mr. Shiv Priya and is an entity of Amrapali group.
• The company is also using the Brand name/trademark of
C Amrapali group on its letterheads.
• The website of the company is following
www.amrapalilaresidentia.com.
• When we open the website of the company, advertisement
page was hiding details and it is a project of Amrapali group.”
D
It was also observed:-
“As per Statement of Mr. Sanjeev Kumar, Director of La
Residentia Developers Private Limited recorded by us, he informed
that a sum of Rs.4 crores approximately, was paid as fees for use
of Amrapali Brand Name to Saffron Propmart Private Limited
E
(This Company is controlled by Mr. Chander Wadhwa CFO). No
Bills have been provided by him.
Statutory Auditor CA Anil Mittal and Shri Chander Wadhwa CFO
were in connivance with each other and payments were made by
Shri Anil Mittal to Chander Wadhwa CFO for sharing fees received
F
from Amrapali group for the work awarded to Anil Mittal. Chander
Wadhwa is one of the masterminds along with the other promoters,
directors behind the whole scam. He facilitated movement of funds
by creating a web of companies within and outside the group. His
relatives were made partner investor in LA Residentia and
G Heartbeat City Projects. Funds were invested in Patel Advance
JV (Neo Town Project Noida) and Euphoria Sports City.”
6. The aforementioned observations of the forensic auditor were
quoted with approval by this Court in its Judgment dated 23.07.2019 4.

4
H (2019) 19 SCC 161 – at pages 280 and 281
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 895
[UDAY UMESH LALIT, J.]

6.1 It must also be noted here that with respect to another project A
of Amrapali Group of Companies namely “Heartbeat City Project”,
following observations were made in the aforesaid Judgment4.
“35. Heartbeat City Developers Private Limited
The project is in the name of 3 companies namely Pebbles Prolease
Private Limited, Three Platinum Softech Private Limited and B
Baseline Infradevelopers Private Limited. The Project is an
Amrapali group’s project which was carved out from Amrapali
Group of Companies while case was pending before Honorable
Supreme Court. Funds were invested in the project from Amrapali
Group through Mr. Amit Wadhwa, Mr. Amit Wadhwa was a C
partner of 25% each in Pebbles Prolease Private Limited and
Three Platinum Softech Private Limited. Amrapali Group launched
and advertised the project as Amrapali Group project and the project
was named as Amrapali Heartbeat City Developers Private
Limited in the agreements. Corporate office was having the same
address as Amrapali Corporate Tower in Sector 62, Noida. The D
purpose of carving out the project from Amrapali is not known. It
is informed that Mr. Vaibhav Jain and Mr. Sankalp Shukla are the
key managerial persons. In the absence of accounting records,
we could not proceed further on the issue.”
6.2 In paragraphs 61 and 62 of said Judgment4 some of the E
observations pertaining to La-Residentia, Heartbeat City, Stunning
Construction Private Limited were as under:-
“… … (i). The Directors along with trust partners discreetly divided
the projects into two parts:
(i) Projects in which home buyers funds were received F
and funds were diverted from these projects;
(ii) Projects to which home funds were diverted. These
projects were subsequently separated/demerged from
Amrapali Group, e.g., Heartbeat City, La Residentia,
Vinayaka Square. G
(j). Several dummy companies were formed in the names of office
boys and peons. Technically, the allotments at the initial stage
were void ab-initio. The amount received by the Companies from
home- buyers was more than the amount spent on construction
and for payment of the land. The sole objective of taking a loan H
896 SUPREME COURT REPORTS [2021] 6 S.C.R.

A was to divert the funds to other ventures to create assets in the
name of family members and to make movies. Villas were bought
at tourist destination for fun at the expenses of the middle class
and low- income group people.
(k). Several companies were created solely for the purpose of
B routing funds. These companies did not have any material
transaction as per the main object for which they were incorporated
and did not have a business since their incorporation.
62. As is apparent from the report, several companies were created
only to route the funds and transactions consisting of office boys,
C persons with no income and dummy companies in which family
members and relatives were inducted as members only for few
transactions, which are as under:
(1) Jhamb Finance & Leasing Private Limited.
It was under the control of Mr. Chander Wadhwa,
D CFO. It has advanced loans amounting to Rs.875
crores to related and unrelated entities, which are
recoverable.
(2) Gaurisuta Infrastructure Private Limited It was also
created for diverted funds.
E
(3) Neelkanth Buildcraft Private Limited
Similarly it was formed for the purpose of buying
shares from J.P. Morgan at exorbitant rates,
consisiting of office boys and relatives of Mr. Anil
Mittal, Statutory Auditor.
F
(4) Stunning Construction Private Limited
As per findings of the Forensic Auditors, they should
either surrender 19.75 percent of land or 632 flats.”
The observations in paragraph 153 and some of the conclusions
G in paragraph 154 were:
“153. We have also found that non-payment of dues of the Noida
and Greater Noida Authorities and the banks cannot come in the
way of occupation of flats by home buyers as money of home
buyers has been diverted due to the inaction of Officials of Noida/
H Greater Noida Authorities. They cannot sell the buildings or
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 897
[UDAY UMESH LALIT, J.]

demolish them nor can enforce the charge against homebuyers/ A
leased land/ projects in the facts of the case. Similarly, the banks
cannot recover money from projects as it has not been invested in
projects. Homebuyers money has been diverted fraudulently, thus,
fraud cannot be perpetuated against them by selling the flats and
depriving them of hard-earned money and savings of entire life.
B
They cannot be cheated once over again by sale of the projects
raised by their funds. The Noida and Greater Noida Authorities
have to issue the Completion/ Part Completion Certificate, as the
case may be, to execute tripartite agreement and registered deeds
in favour of the buyers on part-completion or completion of the
buildings, as the case may be or where the inhabitants are residing, C
within a period of one month.
154. Resultantly, we order as follows:
(i) The registration of Amrapali Group of Companies under RERA
shall stand cancelled;
(ii) The various lease deeds granted in favour of Amrapali Group D
of Companies by Noida and Greater Noida Authorities for projects
in question stand cancelled and rights henceforth, to vest in Court
Receiver;
(iii) We hold that Noida and Greater Noida Authorities shall have
no right to sell the flats of the home buyers or the land leased out E
for the realization of their dues. Their dues shall have to be
recovered from the sale of other properties which have been
attached. The direction holds good for the recovery of the dues of
the various Banks also.
(iv) We have appointed the NBCC to complete the various projects F
and hand over the possession to the buyers. The percentage of
commission of NBCC is fixed at 8 percent......”
7. Thus, the project ‘Amrapali La Residentia’ was found to be
coming in the second category where the funds of the home buyers
were diverted and where the projects were subsequently separated from G
the Amrapali group. It was also found that ‘Stunning Construction
Private Limited’ (“Stunning” for short), one of the members of the
consortium which had set up the Company as a special purpose company,
was part of the Amrapali Group. Commensurate with the shareholding
of ‘Stunning’ in the Company, the direction was issued by this Court
that either 19.75 per cent of the land or 632 flats constituting about 19.40 H
898 SUPREME COURT REPORTS [2021] 6 S.C.R.

A per cent of the total number of flats be surrendered by the Company; as
that would be equivalent to the contribution of flat buyers which was
diverted.
8. In the subsequent order dated 14.10.2019 passed by this Court,
the objections raised on behalf of the Company were noted and it was
B observed:-
“We have heard Mr. Rakesh Khanna, learned senior counsel
appearing for La Residentia. The finding recorded in the Judgment
delivered by this Court that 632 flats or value of 19.75 per cent of
the share has to be recovered from La Residentia. It is also pointed
C out that some cost of construction has been incurred by the La
Residentia. While handing over the flats or for selling them that
amount has to be paid to La Residentia and the remaining amount
has to come to the Amrapali Group. We direct the La Residentia
to submit an affidavit how much expenditure has been undertaken
in the construction of each of the flat and total amount invested in
D the construction of 600 flats which are available for sale at present.
They are injuncted from selling flats which are available. Let the
affidavit be filed within fifteen days.”
9. The present sets of applications are required to be considered
in the backdrop of the aforesaid orders passed by this Court on 23.07.2019
E and 14.10.2019.
Pertinently, when said orders were passed, an application
submitted by 45 applicants being I.A. No. 168186 of 2018 (Z-68*) was
already on record of this Court. This application was filed on 19.11.2018
and after referring to the brochures circulated and advertised by the
F Company, the application had asserted that the flat buyers had booked
their apartments believing their project to be Amrapali group project. It
was stated:-
“6. It is of lot of significance to state that the Coloured Brochure
bears the caption “Amrapali La-Residentia” and that the project
G is not only designed and propagated by Amrapali Group but also
bears the reference of all other Amrapali Group Projects which
include “Amrapali Eden Park”, “Amrapali Leisure Valley”,
“Amrapali Sapphire” and “Amrapali Centurion Park”. Further the
Allotment-cum-Flat Buyer’s Agreement bears the registered
address too at Amrapali Corporate Tower C-56/40, Sector-62
H
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 899
[UDAY UMESH LALIT, J.]

NOIDA, which is the corporate office of the Amrapali Group. A
The Demand Letters to the Home Buyers from time to time have
also been issued and the name and bears the logo of “Amrapali
La-Residentia” and further the payment receipts have also been
issued under the same logo and head of Amrapali. Moreover, the
website also indicates that it is a Amrapali Project as the web is
B
titled as www.amrapali.in.”
The application had principally prayed:-
“……
(b) pass appropriate order or direction directing delivery of the
dream homes of the Applicants in Amrapali La-Residentia situated C
at GH-06A, Tech Zone-4, Noida Extension at the earliest;
(c) pass appropriate order fixing liabilities of the Directors of M/
s. La-Residentia Developers Pvt. Ltd. for delaying the project;
(d) pass appropriate order to attach the movable/ immovable D
properties and bank accounts of M/s. La- Residentia Developers
Pvt. Ltd. as well as its all Directors………”
However, the prayers made in this application were not granted
by this Court either in its order dated 23.07.2019 or in the order dated
14.10.2019.
E
10. On or about 01.10.2019, IA No.153341 of 2019 (Z-233*) was
filed by the Company submitting that though Stunning had 19.75 per
cent shareholding in the Company, the Company had always maintained
an independent legal existence and there was no direct or indirect
financial dependence on the Amrapali Group. As regards the
F
arrangements entered into with the Amrapali Group, it was stated:
“The Applicant has not received any money from any group
company of the Amrapali Group, save and except paid up capital
of Rs. 13,580/- (Rupees Thirteen Thousand Five Hundred and
Eighty Only) in the nature of contribution towards paid-up capital,
received from Stunning. The said amount was received against G
issue of 13.85% shares in the Applicant company at the time of
its inception. It is pertinent to state that even though Stunning is
Amrapali Group company, there has been no inflow of funds from
Stunning into the Applicant company other than the above-said
amount received by the Applicant against subscription of shares. H
900 SUPREME COURT REPORTS [2021] 6 S.C.R.

A The Applicant company had entered into a marketing arrangement
with Amrapali Group where it was agreed between the parties
that Applicant company would be allowed to use the name
‘Amrapali’ for marketing the Project. The brand ‘Amrapali’ at
such time was well established in the real estate sector and since
the Applicant was a new entrant in the business of real estate
B
development, management of the Applicant company was of the
opinion that the Project would benefit, from marketing/branding
perspective, if the name ‘Amrapali’ could be used for marketing/
branding the Project.
In light of above, for allowing the use of name Amrapali and
C
extending branding/marketing support, the Applicant company had
agreed to pay to Amrapali Group Rs.75/- per sq. ft. booked/sold
in the Project, as consideration.”
The basic submissions in the application were:
D “It is known to the Forensic Auditor that the Applicant is a
Private limited company and Stunning being a shareholder, is
only entitled to profits of Applicant company (if any) in form of
distributable dividend, which would be proportionate to it
shareholding in the Applicant company. Profits as such, by way
of cash or otherwise, cannot be legally distributed amongst the
E
shareholder.
Accordingly, Stunning as a shareholder would only be eligible
to 19.75% share in distributable dividend declared by the
Applicant company after profits (if any), which are determined
F at the end of the Project.
Indulgence of this Hon’ble Court is also necessary to validate
the fact that the Project land cannot be apportioned/segregated
to the extent of 19.75% at this stage of the Project.
The Applicant would like to state that the rationale applied to
G arrive at 632 flats is not just and proper and if the Applicant
was to comply to direction to surrender 632 flats, the number
of flats would vary for the same should be arrived at, if at all,
after apportioning 19.75% of the total built up space. The flats
forming part of unsold inventory may not confirm to the 19.75%
H of the total built up space.
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 901
[UDAY UMESH LALIT, J.]

Even otherwise, this should be subject to settlement of accounts A
between Applicant and Amrapali Group, wherein the Applicant
is to receive amounts from Amrapali Group.
Also, it is submitted that 632 flats of unsold inventory are under
various stages of construction and are situated in different
towers within the Project. While some form part of the B
inventory which is ready for handover, some are under
construction and some are yet to be constructed. Accordingly,
for material and actual handover of these 632 flats, complete
in all respects, it is necessary to maintain continuity in
construction through regular flow of funds, which will come
from sale of this unsold inventory. Further, so as to facilitate C
overall development of the Project and handover of the units
to homebuyers, it is imperative that these flats be sold and the
amounts received from such sale be first utilized for construction
and completion of the Project.
The only viable option for the Applicant could be to offer 19.75% D
in profits and loss of the Applicant company (arrived at the
stage of Project completion).”
Finally, the application prayed that the order dated 23.07.2019
passed by this Court be recalled or in the alternative the Company be
directed to deposit 19.75 per cent of the projected profits after making E
due adjustments in respect of cost of construction and proportionate
costs towards the development of the entire project and other amounts
receivable from the Amrapali Group.
10.1 Similar submissions were thereafter made by the Company
in IA No.120307 of 2020 (I-155*), filed on 11.11.2020 and in IA No.123299 F
of 2020 (I-158*) filed on 25.11.2020. In both these applications, it was
submitted that the Company be allowed to raise funds through sale of
632 flats, without which it would not be possible for the Company to
raise finances and complete the project. In addition, certain directions
which according to the Company were necessary to be passed for overall G
completion of the project, were also prayed for. It was submitted:
“56. That in addition to passing necessary directions to allow the
Applicant to raise funds through sale of unsold inventory and also
raise finance through bank/financial institution, the Applicant would
request for kind intervention of this Hon’ble Court to consider
H
902 SUPREME COURT REPORTS [2021] 6 S.C.R.

A passing necessary directions, as under, which would be critical in
intervening circumstances, and beneficial for overall completion
of the Project:
A. To begin with, this Hon’ble Court may direct the receiver
appointed by this Hon’ble Court to set up, operate and be in-
B charge of an escrow account wherein all receivables to the account
of Applicant company are deposited, whether received from sold
and/or unsold inventory, in addition to funds receivable other
sources (such as fresh finance raised from banks/financial
institutions).
C B. Further, since during the pendency of present proceedings
validity of statutory approvals issued by the GNIDA has lapsed.
A copy of the last validated sanction plan, which expired during
November 2019, has been annexed herewith and marked as
Annexure L. To facilitate overall completion of the Project,
intervention of this Hon’ble Court is necessary to issue necessary
D directions to GNIDA to extend validity of such license/permission
till anticipated date of completion of the Project i.e., December
2022.
C. Similarly, the proposed date of completion of the Project under
RERA registration has lapsed as of 15.06.2019. A copy of the
E RERA registration has been annexed herewith and marked as
Annexure M. To facilitate overall completion of the Project,
intervention of this Hon’ble Court is necessary to issue necessary
directions to UP RERA to extend validity of such license/permission
till anticipated date of completion of the Project i.e., December
F 2022.
D. Intervention of this Hon’ble Court is also required in as much
as to issue appropriate directions to the UP RERA Authority to
recall its orders, not take any coercive measures against the
applicant and refrain from passing any such orders till the disposal
G of the present proceedings before this Hon’ble Court.
E. In addition to foregoing, it is also imperative that directions are
issued to the relevant authorities like GNIDA, UP RERA etc. not
issue adverse rulings/orders/impositions against the Applicant
company till anticipated date of completion of the Project i.e.,
December 2022.
H
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 903
[UDAY UMESH LALIT, J.]

F. It is necessary that GNIDA be directed to revalidate statement A
of land dues after causing reduction in the penal interest levied on
land dues over last so many years. The Applicant considers itself
eligible for such respite since similar benefit has been extended
by this Hon’ble Court to other projects/developers as well. The
Applicant also considers itself to be eligible for such relaxation
B
since the case of Applicant company is much different from other
projects of Amrapali Group where GNIDA has not been paid any
amount after the initial 10% payment for the project land paid at
the time of allotment. The Applicant is all the more eligible for
such rebate/relaxation for the reason that the Applicant company
has repaid more than the principal amount that it originally owed C
to GNIDA as land dues. The amount being claimed by GNIDA
as on date is highly inflated, as already elaborated upon in the
present application.
G. It is further submitted that GNIDA be directed to continue
registering sub-lease deeds in the name of home buyers as GNIDA D
has paused further registrations on account of non-payment of
land dues by the Applicant. Since land dues payable to GNIDA
would require revalidation due to undue imposition of interest (as
per directions of this Hon’ble Court), it becomes necessary
registration of sale continues in favour of homebuyers of the
Project, who should not be made to suffer on this account. The E
Applicant seeks necessary directions in this regard since the
position of Applicant before GNIDA is’ not, in any way, similar to
other allottees/projects/developers who are before this Hon’ble
Court.
H. Intervention of this Hon’ble Court is also required particularly F
to the issue of other impositions made by the GNIDA on land
dues payable by GNIDA. Other than the extending relaxation on
penal interest imposed by the GNIDA, the GNIDA should also be
issued necessary directions to withdraw certain undue impositions
upon the Applicant company. Many such undue and arbitrary G
impositions in the name of land dues, are the reason for Applicant
company being a defaulter before GNIDA despite having paid
more than the principle amount originally payable to GNIDA.
In this regard, it is most important to note that the Project in question
remained adversely affected between July 2011 till May 2015, for H
904 SUPREME COURT REPORTS [2021] 6 S.C.R.

A reasons which were directly attributable to GNIDA and absolutely
beyond the control of the Applicant company.
The issues which hampered the Project during such period included
the issue of cancellation of land allotment, farmer protests and
agitation on land acquisition by GNIDA/UP State Government,
B issue’ regarding payment of enhanced compensation to the
farmers, and other related legal issues.
These issues practically detailed the progress of the Project on
more than one occasion and consequently penal obligations were
forcefully imposed by GNIDA upon the Applicant company for
such period of disruption, rather than adequately compensating
C
the Applicant company for stoppage of construction at the Project,
for causes which were directly attributable to GNIDA.
At such time, even the burden of payment of enhanced
compensation payable to farmers to end the dispute between
farmers and GNIDA/State Government in respect of land
D acquisition, was conveniently passed onto allottees of project land
like the Applicant company, which was neither anticipated nor
accounted for by the Applicant company.
With respect to this issue, the Applicant company had filed a
representation before the GNIDA and subsequently, Applicant
E company had to move a Writ Petition before the Hon’ble High
Court of Uttar Pradesh at Allahabad, for claiming benefits under
the ‘Zero Period Policy’. However, for lack of action on part of
GNIDA, no benefit has been extended to the Applicant company
on this account till date, by the GNIDA.
F It is therefore necessary that such benefit is now extended to the
Applicant company, firstly for the reason that such benefit is long
due to come from GNIDA who has been avoiding to settle this
issue with Applicant company, and also for the reason that in
absence of such relaxation/respite/adjustment from GNIDA, the
Project is unlikely to be net positive at the time of its completion.
G
I. Further, necessary directions are required for the homebuyers
who should be directed to strictly pay their dues regularly. The
ongoing state of affairs has resulted in homebuyers withholding
release of their dues to the Applicant company, such inflow of
funds being critical and necessary for overall completion of the
H Project. It is a matter of record that such non-payment has had a
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 905
[UDAY UMESH LALIT, J.]

direct impact on flow of funds and pace of construction of the A
Project.
J. That another aspect, which if given due consideration, may
lead to better profitability in the Project is in respect of loan facility
availed by the Applicant Company from Religare (NBFC). The
Applicant Company has already repaid an Amount of B
Rs. 52,61,51,242/- as against principle loan amount of
Rs. 50,00,00,000/-. The situation as on date is such that the said
financial institution in created lien over bank account of the
Applicant Company so as to recover loan repayment (which as
on date stands at Rs. 15,29,61,019/- as per demand of Religare),
which has also led to immobilization of funds for utilization towards C
completion of Project.”
10.2 IA No.123299 of 2020 referred to the arrangements arrived
at by the Company and the association of Home Buyers as under:-
“38. It is also relevant to highlight here that before any homebuyer D
or association of homebuyers approached this Hon’ble Court with
intent to deliver the project and in relation to management of funds
and bring transparency and objectivity necessary to inspire
confidence of homebuyers with respect to fairness and effective
management of affairs of applicant company qua the project, the
Applicant company entered into several MOU’s with E
representatives/ core committees of flat buyers of various towers.
As per the said MOU’s the home buyers have committed to
contribute their dues to a designated bank account bearing
no.510101004328980 being maintained by the applicant company
with the Corporation Bank, Ramprastha, Ghaziabad, UP (for tower F
20, 24, 25), in bank account bearing No.510341000674084 (for
tower 28 and 29) and 510341000674092 (for tower 22) being
maintained by the applicant company with the Corporation Bank,
Sector 62, NOIDA, UP. The designated representatives of
allottees/ homebuyers are joint signatories in the bank accounts,
which further enables the homebuyers to keep a strict check on G
the source of funds and utilisation of such funds towards
construction of the project. Copy of the Memorandum of
Understanding entered into between the Applicant company and
the homebuyers has been enclosed herewith and marked as
Annexure P-4. H
906 SUPREME COURT REPORTS [2021] 6 S.C.R.

A 39. That for the foregoing paragraph, it is imperative to mention
here that the homebuyers who have entered into MOU’s with the
respondent company have contributed to a sum of Rs.3,04,66,795/-.
Likewise, if all the allottees of the project come forward and gather
resources with the respondent company, the construction status
shall have a significant boost. The summary with details of funds
B
received in such designated bank accounts and amounts spent on
construction and related activities in terms of the said MOU’s,
computation of the figure of Rs.3,04,66,795/- (1,63,74,372/- +
1,40,92,423/-) which have been deposited by the homebuyers after
entering into MOU’s is annexed herewith as Annexure-P/5.”
C 11. On the other hand, IA No.109882 of 2020 (Z-309*) was filed
by the Association submitting that “Amrapali La Residentia Project”
was in every sense a project of the Amrapali Group of Companies and,
therefore, the flat buyers were entitled to similar protection as was
extended to the other home buyers vide order dated 23.07.2019 passed
D by this Court. In the additional affidavit filed on 16.11.2020 (R-103*),
the Association also asserted that as many as three members of the
consortium including Stunning were Amrapali Group of Companies and
between themselves they were holding more than 65 per cent of the
share capital in the Company. The details in the form of a Chart given in
the additional affidavit were:-
E
“
S. Company Directors Shareholding Comments
No. Name in Project
M/s Vidhya i. Pankaj Jain Lead member Held to be Amrapali Group
Shree ii. Vaibhav Jain 26% [Pages 40, 97, 169 of
Buildcon Pvt. iii. Naresh Chand Jain 23.07.2019] [Pages 3, 16,
F Ltd. 21, 22 of 28.07.2020]

Anjali i. Mukesh Kumar Roy 20% Held to be front of
Pvt. ii. SanjeevKumar Amrapali [Pages 40, 99,
Ltd. 118 of 23.07.2019]
Stunning i. Amit Vikram 11%- Held to be Amrapali Group
Constructions ii. Amresh Kumar (Amrapali) Co., [Pages 21, 41, 188-
G Pvt. Ltd. iii. Suvash Chandra Kumar *19.75%- 119 of 23.07.2019]
according to
FA Report
and the Main
Judgment
dated
23.07.2019
H
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 907
[UDAY UMESH LALIT, J.]

Nishant i. Sushma Bajaj 19% Also Directors of Amrapali A
Creations Pvt. ii. Kulbhushan Rai Bajaj Group [Page 40 of
Ltd. iii. Nishant Bajaj 23.07.2019]
Agarwal i. HarkishanKumar 5% [Taken over by Stunning]
Associates ii. AadityaAgarwal
iii. AshishAgarwal
Ltd.)
Elegant i. Uma Agarwal 19% Sb-Lessee of Amrapali
B
Infracton Pvt. ii Abhay Kumar Centurian [Page 40
Ltd. iii Amit Kumar Sharma of 23.07.2019]

The affidavit also gave the status of construction with regard to
each of the three phases as under:
C
“Furthermore, the chart reveals that out of the total 3256 units to
be provided by the Developer, out of which 632 units are offered
by the Developer towards 19.75% of Amrapali group. However,
out of the proposed 632 units, the developer is handing over 181
units from Phase II which is 70% complete and 415 units are
being offered from Phase III which is a camouflage as only 40% D
of the same is completed according to the developer. It is submitted
that Phase III is not even anywhere near 40% completion and is
actually deserted with the competition activity of both Phase II
and III are at a standstill and the Developer has siphoned off all
the monies collected by the home buyers and washed off his hands
E
from the construction activity. The builder has totally failed and
buyers have totally lost faith and builder in past 10 years was able
to complete only approx. 30% of works in total project.”
11.1 One more application being IA No.114865 of 2020 (Z-318*)
was filed on 15.11.2020 by 14 applicants. This application referred to
F
the communication dated 18.01.2020 addressed by the Company to all
the flat buyers of “Amrapali La Residentia” Project. The text of said
communication was as under:
“As you are aware of the ongoing Supreme Court on Amrapali,
the Honourable Court has imposed certain restrictions on us (La
Residentia Developers Private Limited). As per the injunction we G
have to surrender 632 flats to the Honourable Court, we are also
not allowed to sell any new inventory, which has led to an extreme
crunch in operational funds required to complete your flat. As a
result of this ongoing case we are unable to raise funds from
market either due to lack of trustworthiness.” H
908 SUPREME COURT REPORTS [2021] 6 S.C.R.

A The applicants then submitted:-
“5. That the above statement has put the applicants in a serious
quandary and they are faced with a peculiar problem inasmuch
as to say that vide its judgment dated 23.07.2019 in Bikram
Chatterjee and Ors. vs. Union of India and Ors. (Writ Petition
B No.940 of 2017), the Hon’ble Court has arrived at a finding that it
is Amrapali that has ownership of 19.75% of the share in the
properties being built and developed by La Residentia, numbering
a total of 632 flats. However, there is a great deal of uncertainty
and a complete lack of clarity with respect to the remaining 80.25%
of the flats/ apartments that are part of Amrapali La Residentia
C and a responsibility of the Respondent- builder. However, the
Respondent-builder is conveniently trying to hide under the garb
of and claim the cover of the Hon’ble Court’s judgment to wash
its hands off the future of 80% of the home buyers who have also
spent all their life savings and taken huge loans to invest in the
D apartments that were proposed to be built. Such homeowners as
the Applicants are totally stranded and are faced with complete
uncertainty with regard to the future of their homes that were
being developed by the Respondent-builder.
… … …
E 11. That the Applicants fear that as bonafide purchasers/ home
buyers whose property does not fall in the 19.75% of the share in
the entire La Residentia Project, they are likely to be short-shifted
as the burden upon the NBCC is colossal and it is likely that projects
that have a 100 per cent involvement of Amrapali are likely to get
F the first preference unless a proper orders are passed by this
Hon’ble Court. The promoters role, scope, responsibility, liability
etc. need to be fixed as they say that 632 flats are dispersed in all
the three Phases of the project and unless proper directions be
issued by the Hon’ble Court the home buyers are put in severe
inconveniences without a room over their head.
G
… … …
15. ….
r. It is further submitted that the 632 units in La Residentia
surrendered to the Amrapali group are incomplete and scattered
H in various towers, on different floors many of which are not even
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 909
[UDAY UMESH LALIT, J.]

completed. The situation is used by the builder to stall the progress A
of the construction citing the injunction orders of this Hon’ble
Court.”
12. Lastly, IA No.6397 of 2021 was filed on 13.01.2021 by Religare
Finvest Ltd. stating that said applicant had extended financial
accommodation to the Company and that the Company had mortgaged B
the project land and 939 flats/units with the applicant and therefore the
interest of the applicant be protected.
13. Since reference was made to the order dated 28.07.2020 passed
by this Court, the observations concerning Vidhya Shree Buildcon Pvt.
Ltd. and those dealing with “Heartbeat City” another project of the second C
category5 are extracted here for ready reference:-
“1. We have heard the Forensic Auditor as well as the learned
counsel appearing for the parties at length. The first question arises
whether the Heartbeat City Projects are of Amrapali Group, and
the second question is as to the agreement entered into by M/s. D
Mahagun Real Estate Private Limited with M/s. Baseline
Infradevelopers Private Limited.
2. It is apparent that Heartbeat City Projects were launched in
the name of the ‘Amrapali Heartbeat’ project in 2011-2012 with
Mr. M. S. Dhoni, the Brand Ambassador. The Home Buyers’ E
agreement was entered into in the name style of Amrapali Group
with the assurance that flats will be delivered within 36 months.
Most of the buyers paid their dues on time, but the construction
was delayed.
3. Heartbeat City Projects comprise Heartbeat City 1 (for short, F
HBC 1) and Heartbeat City 2 (for short, HBC 2) and Hanging
Gardens in Noida. 2 The land for the respective projects was
allotted in the name of Three Platinum Softech Private Limited,
Pebbles Prolease Private Limited, and Baseline Infradevelopers
Private Limited. The projects were launched and advertised in
G
the name of the Amrapali Group. Phase 3 project was started in
2011-2012 in the name of Hanging Garden; however, later on,
Hanging Garden project was scrapped, and the home buyers were
admittedly shifted to HBC 1 and HBC 2 or refunded the amount.
5
Ref: paragraph 61 of the order dated 23.07.2019 H
910 SUPREME COURT REPORTS [2021] 6 S.C.R.

A 4. HBC 1 comprises 759 units, and HBC 2 consists of 1217 units
+ shops, but construction could not progress for one reason or the
other.
5. In the Audit Report, it has been found that the land in Baseline
was part and parcel of HBC 1 and HBC 2 projects and in general,
B under the control of the Directors of HBC 1 and HBC 2 and was
purchased from the funds of the customers of HBC 1 and HBC 2
and, is an integral part of HBC 1 and HBC 2 and, therefore,
customers of HBC 1 and HBC 2 have the first and the full right
over the land rights and on the proceeds to be received from the
sale of the land can be utilised for the construction of HBC 1 and
C HBC 2 projects. HBC 1 has nine towers and 785 units, of which,
675 units were sold and Rs. 147 crores recoverable from sold
units. HBC 2 has 12 towers and 1282 units, out of which, 936
units were sold and Rs. 301 crores recoverable from sold units.
The cost to complete HBC 1 is approximately Rs. 167.19 crores
D and HBC 2 is Rs. 375.64 crores, which is recoverable from unsold
units.
6. Mr. Amit Wadhwa, Director of Amrapali Homes, has 25%
shareholding. Mr. Akhil Kumar Surekha, who is the Director of
Bihariji 3 Ispat Udyog Ltd. and JST Engineering Services Limited,
E has 13% and 12% shareholding respectively, total 25%. Mr.
Vaibhav Jain and Mr. Pankaj Jain, Directors, are holding 10% and
15%, total 25% of the shareholding, whereas Cozi Habitat Builders
Private Limited, Maa Sharda Holding Private Limited, through its
Director Mr. Sankalp Shukla is also holding 25% shares. Similarly,
in HBC Phase II, the shareholding pattern is similar to 25% of the
F group mentioned above of Mr. Amit Wadhwa, Mr. Akhil Kumar
Surekha Vaibhav Jain, Mr. Pankaj Jain, and Mr. Sankalp Shukla.
7. In Baseline Infradevelopers Pvt. Ltd., it is stated that
shareholding of Mr. Amresh Kumar is 8.25%, Bihariji Ispat Udyog
Limited through Mr. Akhil Kumar Surekha is 8.25%, B2C Realtors
G Pvt. Ltd. through Mr. Vaibhav Jain and Ms. Swati Jain is 8.25%,
Cozy Habitat Builders Pvt. Ltd. through Mr. Sankalp Shukla is
8.25%. Mr. Nishant Choubey and Mr. Santosh Choubey are
holding 34% and 33% respectively. Mr. Nishant Choubey and
Mr. Santosh Choubey did not provide documents to the Forensic
H Auditors; however, they possess 67% shares.
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 911
[UDAY UMESH LALIT, J.]

8. The following findings were recorded concerning Heartbeat A
City in our Judgment and Order dated 23.7.2019:-
“35. Heartbeat City Developers Private Limited - The
project is in the name of 3 companies namely Pebbles Prolease
Private Limited, Three Platinum Softech Private Limited and
Baseline Infradevelopers Private Limited. The project is an B
Amrapali group’s project which was carved out from Amrapali
Group of companies while case was pending before Honorable
Supreme Court. Funds were invested in the project from
Amrapali Group through Mr. Amit Wadhwa, Mr. Amit Wadhwa
was a partner of 25% each in Pebbles Prolease Private Limited
and Three Platinum Softech Private Limited. Amrapali Group C
launched and advertised the project as Amrapali Group project
and the project was named as Amrapali Heartbeat City
Developers Private Limited in the agreements. Corporate office
was having the same address as Amrapali Corporate Tower in
Sector 62, Noida. The purpose of carving out the project from D
Amrapali is not known. It is informed that Mr. Vaibhav Jain
and Mr. Sankalp Shukla are the key managerial persons. In
the absence of accounting records we could not proceed further
on the issue.”
9. Mr. Vaibhav Jain admittedly was the architect of Amrapali Group E
who was holding 25% shares. Mr. Akhil Kumar Surekha was
also holding 25% shares in each of the projects.
… … …
14. With respect to Vidhya Shree Buildcon Private Limited,
Rs.4,00,00,000/- (Rupees Four Crores) is the debit balance in the F
books of accounts of the Amrapali Group.
15. It is apparent that a sum of Rs.242.38 crores was handed
over to Mr. Pankaj Jain (current Director of Amrapali Group &
brother of Mr. Vaibhav Jain), the Director of Vidhya Shree
Buildcon Pvt. Ltd. G
… … …
18. The project was launched in the name of Amrapali Heartbeat
City, and the agreement was entered into with the Amrapali Group
by the home buyers. Cheques were issued in the name of Amrapali
Heartbeat City. Letterheads of Amrapali were used for the H
912 SUPREME COURT REPORTS [2021] 6 S.C.R.

A Builder-Buyer Agreement, and the project was mentioned as
Amrapali Heartbeat City. It is true canvass to suggest that the
project was an independent project. We are unable to accept the
aforesaid findings recorded in the Report of the Forensic Auditors.
Probably, it was due to the fact that certain accounts were not
made available, however, in view of the findings recorded earlier
B
with respect to relationship and inter se transactions of the groups
and parties, there is no iota of doubt that HBC 1 and HBC 2 are
to be treated as the projects of Amrapali Group only and not
independent projects. As per the finding, the land was agreed to
be sold by Baseline as per the findings recorded in the Forensic
C Auditors’ Report itself. The same is out of the money generated
by HBC 1, and HBC 2 projects and Baseline Infradevelopers
Pvt. Ltd. is part and parcel of HBC 1, and HBC 2 projects and
the buyers have the rights over the land and on the proceeds to be
received from the sale of the land. We accept the said finding
recorded in the Forensic Auditors Report.”
D
14. We heard Mr. Gopal Sankaranarayanan, learned Senior
Advocate for the Association, Mr. M.L. Lahoty and Mr. Manoj V. George,
learned Advocates for the applicants in the first set of applications; Mr.
V. Giri, learned Senior Advocate for the Company in the second set of
applications; and Mr. Janendra Kumar Chumbak, learned Advocate for
E the applicant in the third set.
15. It was submitted by Mr. Gopal Sankaranarayanan, learned
Senior Advocate:-
a) The shareholding pattern in the tabular chart in I.A. No.
F 109882 of 2020 (Z-309*) disclosed that the Company was
one of the Amrapali Group of Companies.
b) Consequently, the entire project land would be part of the
assets of Amrapali Group of Companies rather than
restricting the share of Amrapali Group of Companies to
G the extent of 19.75%.
c) If the benefit as granted in the order dated 23.07.2019 was
extended, all the flat buyers would stand relieved
substantially as the dues of GNIDA would stand reduced
to a considerable extent in terms of the order dated
23.07.2019.
H
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 913
[UDAY UMESH LALIT, J.]

d) The entire project ought to be directly under the control of A
the Court Receiver and the construction be undertaken
through the NBCC6 as was directed to be done in the other
projects of the Amrapali Companies.
Mr. M. L. Lahoty, learned Advocate appearing for the applicants
supported the submissions advanced by Mr. Gopal Sankaranarayanan, B
learned Senior Advocate. He invited our attention to the reports of the
forensic auditors and so also to the order dated 28.07.2020 passed by
this Court in the matter concerning “Heartbeat City”. It was submitted
that the instant project and “Heartbeat City” Project stood on the same
parameters and therefore similar benefits be extended to the instant
C
project.
Mr. Manoj V. George, learned Advocate appearing for the
applicants in I.A. No.114865 of 2020 (Z-318*) highlighted the predicament
faced by the applicants and particularly the stand taken by the Company
in its communication dated 18.01.2020.
D
16. Mr. V. Giri, learned Senior Advocate for the Company
submitted:-
a) Stunning was merely a shareholder in the Company and
that by itself would not make the Company a part of the
Amrapali Group of Companies. E
b) Beyond the amounts put in towards share capital, nothing
was invested by the Amrapali Group of Companies; nor
any part of money belonging to the flat buyers of Amrapali
Group of Companies was used or utilized in the instant
project. F

c) Though the Company was not a part of Amrapali Group of
Companies, the benefit in terms of order dated 23.07.2019
ought however be extended as indicated in I.A. No.120307
of 2020 (I- 155*) and I.A.No.123299 of 2020 (I-158*).
G
16.1 In the written note filed on behalf of the Company, following
assertions were made with respect to the construction status and the
escalation in costs if the project was to be handed over to the NBCC as
prayed for by the Association and the applicants :-
6
NBCC (India) Limited, formerly National Buildings Construction Corporation Limited H
914 SUPREME COURT REPORTS [2021] 6 S.C.R.

A “5. CONSTRUCTION STATUS
a. Unit-wise construction status of the project: Please
refer: Para 35 @ Pg. 26-27 of I-158;

Total Flats in Project 3256
B Total Flats sold 2642
Flats constructed 1484
Flats delivered 1143
Occupancy Certificate received 872

C Occupancy Certificate applied for 612
Sub-Lease Deeds Registered 658
Unsold Inventory (comprising of 614 unsold flats 632
and 18 cancelled allotments)

D *It is to be noted that a sum of Rs. 145 Cr. Approx. of the
current homebuyers is stuck in the unsold inventory.
b. Phase-wise status of project: Please refer: Para 34 @
Pg. 25-26 of I-158
i. Phase-I (Comprising of 18 towers; T1- T-18, 1408 Flats):
E 1127 Flats/units complete in all respects have been delivered to
the homebuyers and balance inventory of 313 Flats/units are at
the final stage of ‘finishing’ work.
ii. Phase-II (Comprising 11 towers, T-19 to T-29, 996 Flats):
All Flats that comprise of Phase-II inventory are also at the initial
F stage of ‘finishing’ work and delivery of units has started. Handing
over of the units in Phase II of the project has also started. It is
also relevant to state here that handing over of units has also
started in Tower-22 in which the unit of Ms. Savita Tyagi is also
situate, who is also an applicant in one of the applications on behalf
of the homebuyers.
G
iii. Phase-III (Comprising 10 towers; T-30 to T-39 with
about 852 Flats): Structuring work for 704 units out of 852 units
in ten towers (Tower 30 to 39) has been completed and ‘slab
work; for about 37 stories/floors in these ten towers is yet to be
casted.”
H
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 915
[UDAY UMESH LALIT, J.]

“6. COST ESCALATION IN CASE THE PROJECT A
HANDED OVER TO NBCC OR THIRD PARTY: Please
refer: Para 12 at Pg. 6-7 of I-155
Certain homebuyers have been seeking directions from this
Hon’ble court to get the project handed over to a third party or
NBCC for completion of construction. However, for the reasons B
stated herein below, the same ought not to be done:
a. The per square foot construction cost that LA RESIDENTIA
has incurred till date works out to be Rs.1657/- which included
the interest on money infused and admin expenses. Only land
cost is separate from this. C
b. The per square foot costing that NBCC or any third-party
contractor may apply would not be less that Rs.2,550/- per sq. ft.
along with 8% consultation charges of NBCC and interest of 12%
on capital infused.
c. The sale price of the unsold units has been taken at Rs.2852 D
per sq. feet. The amount thus available from sold and unsold
inventory plus amount recoverable would be Rs. 354 Crores.
d. Introduction of a third party at this stage will not only increase
the timeline of the project, but also escalate the cost of completion
of the project by at least 40-45%.” E
“The effect if the construction is complete by La Residentia
Developers would be:
- The construction of the project would be completed
in a fixed period of time
F
- The dues of GNIDA will be paid
- The bank dues shall be paid
- Pending dues of suppliers and contractors would
be cleared.
G
- There would be money available in the kitty.
In case construction is carried out by NBCC, the effect
would be:
- All the incoming monies, after deduction of the
interest and consultation charges and other charges H
916 SUPREME COURT REPORTS [2021] 6 S.C.R.

A as may be applicable in favour of NBCC, would
be put in Amrapali’s kitty
- Additional cost of land dues to be paid to GNIDA
- No surplus funds left to pay out the various dues
B - No payments to GNIDA
- No payments to the banks”
17. Mr. Janender Kumar Chumbak, learned Advocate appearing
for Religare Finvest Ltd. reiterated the submissions made in I.A.No.6397
of 2021 (Z-342*).
C
18. The first two sets of applications principally prayed that the
orders dated 23.07.2019 and 14.10.2019 be recalled or revisited. The
Association and the applicants supporting the Association submitted that
the Company be declared to be part of the Amrapali Group of Companies
and consequently the entire project be developed by the NBCC under
D the control and supervision of the Court Receiver. On the other hand,
according to the Company, it was never part of the Amrapali Group of
Companies and at best one of the companies of the Amrapali Group
could be said to be a shareholder to the extent of 19.75% and that beyond
such share capital no other amount was invested by the Amrapali Group
of Companies. Thus, according to the Company it could not be directed
E
to surrender 19.75% of the project land or 632 flats as was directed in
the order dated 23.07.2019. However, both the sets of applications desired
that the same benefits as given to all the flat buyers from Amrapali
Group of Companies be extended and the project be relieved of the
requirement of paying the dues of GNIDA like other Amrapali projects.
F
19. When the order dated 23.07.2019 was passed by this Court,
I.A. No. 168186 of 2018 (Z-68*) was pending on the file of this Court.
Similarly, I.A. No. 153341 of 2019 (Z-233 *) was filed on 01.10.2019 i.e.
before the subsequent order dated 14.10.2019 was passed by this Court.
The prayer made in the latter application that the order dated 23.07.2019
G be recalled was not favourably considered on 14.10.2019. On the contrary,
after noting the submission made on its behalf, the Company was directed
to file an appropriate affidavit indicating the expenditure required for
constructing 632 flats so that appropriate adjustments could be effected.
In the face of these developments, it would not be possible for us
H to entertain the prayer made in the concerned interim applications either
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 917
[UDAY UMESH LALIT, J.]

seeking recall of the orders dated 23.07.2019 and 14.10.2019 or revisit A
of the issue whether the Company ought to be declared as part of the
Amrapali Group of Companies, more particularly because of the
developments that have taken place with respect to the instant project.
20. As indicated in the tabular charts which were part of the written
note filed on behalf of the Company, out of 3256 flats to be constructed, B
1484 flats have been fully constructed and possession of 1143 flats has
already been given to the concerned flat buyers. As per said charts, the
work of construction with respect to phases one and two is at an advanced
stage. Further, according to the figures indicated therein, per sq. ft. cost
of construction incurred by the Company has been to the tune of Rs.1657
per sq. ft. whereas the per sq. ft. cost of construction by the NBCC, if C
at this juncture the project is handed over to the NBCC, would be in the
region of Rs.2550 per sq. ft. along with 8% consultation charges of the
NBCC. Thus, if the instant project is now handed over to the NBCC, it
would result in escalation in costs to the detriment of the flat buyers.
The figures also show that as against the original liability of Rs.155.10 D
crores, the Company has already discharged the liability towards the
dues of GNIDA to the extent of Rs.117.10 crores.
21. It is true that the “Heartbeat City” Project coming from the
second category5 was dealt with by this Court in its Order dated
28.07.2020 and was directed to be taken over by the NBCC like other E
Amrapali Projects. However, the distinguishing feature as noticed in
paragraph 4 of the Order dated 28.07.2020 was that there was absolutely
no progress with respect to said project. In contradistinction, the instant
project has progressed to a considerable extent. At least 1143 flat buyers
have received possession while the work of construction with respect to
phases one and two is at an advanced level. Further, the interest of the F
Amrapali Group of Companies and consequently that of the flat buyers
who had invested money in other Amrapali Projects already stands
quantified at 19.75% vide Orders dated 23.07.2019 and 14.10.2019.
Therefore, even if there could be some similarity with regard to the
status of the instant project as against “Heartbeat City” Project, G
considering the fact situation on record, that by itself would not afford
sufficient reason to entertain the submissions on behalf of the Association
and the applicants supporting the Association.
22. Even if the entire project cannot be made over to the NBCC
for the reasons stated above, another aspect of the matter that may H
918 SUPREME COURT REPORTS [2021] 6 S.C.R.

A require consideration is whether the component representing 632 flats
could still be made over to the NBCC. However, that course would also
not be feasible as those 632 unsold flats are spread over in various towers;
some of them are in Phase one while the others are in Phases two and
three.
B 23. An important aspect of the matter is that unlike all the other
projects of the Amrapali Group which were made over to the NBCC,
the development with respect to the instant project has always been an
on-going process. In all the other projects of the Amrapali Group, either
there was no development right from the inception or even if some
development had been initiated, the same was completely at a standstill
C
when the matters were taken up for consideration by this Court.
24. Considering all these features of the matter, in our considered
view, it would not be just and proper to hand over the development at
this stage to the NBCC as prayed for by the Association and the applicants
supporting the Association. We, therefore, do not deem it appropriate to
D
recall the orders dated 23.07.2019 and 14.10.2019 or to revisit the issue
whether the Company could be declared to be part of the Amrapali
Group of Companies. Similarly, we also do not deem it appropriate to
extend the benefits as prayed for either by the Association or by the
Company. We, therefore, reject the first two sets of applications. No
E separate orders are called for in the third set.
25. However, certain directions must be passed to secure the
amounts receivable by the Amrapali Group of Companies through the
instant project.

F 26. It is therefore directed:-
a) The Company shall be entitled to continue with the
construction and development of the instant project;
b) 632 flats which were subject matter of Orders dated
23.07.2019 and 14.10.2019 shall be allowed to be sold by
G the Company to the interested persons or parties at a fair
price or value, provided :-
i) all the concerned transactions including the execution
of appropriate documents or deeds are counter-
signed by the Court Receiver or his nominee;
H
BIKRAM CHATTERJI & ORS v. UNION OF INDIA & ORS. 919
[UDAY UMESH LALIT, J.]

ii) The price or value at which said flats are to be sold A
is certified by the Court Receiver to be fair and
appropriate.
iii) all the amounts received by way of such transactions
of sale are credited to a separate account completely
under the control of the Receiver and/or his nominee; B
iv) the cost of construction with respect to those 632
flats, upon due certification by the Chartered
Accountants of the Company and to the satisfaction
of the Receiver, shall be made over to the Company;
and C
v) it shall however be open to the Receiver to give such
advances towards the construction of these 632 flats
from and out of the amounts deposited in the account
as specified hereinabove, depending upon the stage
and progress of construction. D
c) The injunction with respect said 632 flats, as directed in the
Orders dated 23.07.2019 and 14.10.2019, shall stand
modified to the extent indicated hereinabove.
d) The difference between the amounts received from the
concerned flat buyers for purchase of said 632 flats and E
the expenditure incurred on cost of construction shall finally
be credited to the general account maintained for the benefit
of the flat buyers of the Amrapali Group of Companies.
27. Thus, all the applications under consideration stand disposed
of in aforesaid terms but without any order as to costs. F

Devika Gujral Applications disposed of.

G

H