G.S. Patel, J.
1. Subject only to further directions indicated below, this order will dispose of both this notice of motion and this suit.
2. The suit, filed in 2002, seeks a dissolution and distribution of the properties of the Ahmed Oomerbhoy Wakf Trust (âthe Trustâ; âthe Wakfâ). Admittedly, this is a private trust. The Plaintiff and Defendants No. 2 to 6 form one group, âthe Sattar Groupâ; Defendants No. 7 and 8 together constitute the second group, âthe Majid Groupâ. The two groups are, and this is also admitted, jointly entitled to 50% share each in the properties of the Trust.
3. The Trust owned four immovable properties. In addition, there were two properties that belonged to Ahmed Oomerbhoy (since deceased) personally. These are admittedly divisible equally between the two groups. A mere particularized description of these properties is tabulated in Annexure â1â to this order. These are briefly described as follows:
a) The Dadar building, which has two wings and is fully tenanted;
b) The Usmania Building at Byculla, also fully tenanted;
c) The Mohammadi Manzil building also at Byculla, and also fully tenanted;
d) The factory / mill premises of the Trust at Two Tanks, Byculla (âthe Factory Premisesâ).
4. The entirety of the Factory Premises at Two Tanks, Byculla actually consists of six separate plots. Of this, C.S. Nos. 1009 and 1010 are the properties that did not belong to the Trust, but to Ahmed Oomerbhoy personally. These are the two plots that are admittedly equally divisible between the two groups. The Trust owned four plots that were part of the Factory Premises: C.S. Nos. 1011, 1012, 1014 and 1015. At some point, there were several tenants spread across the Factory Premises, including some partnership firms of the Oomerbhoy family. There were also several structures on the Factory Premises. Those have since, under orders of this Court, been demolished under orders of this Court.
5. On 5th April 2014, the Court Receiver of this Court was appointed Receiver on all the Trust properties. On 10th July 2007, a preliminary decree was passed in the suit. That decree was made on Notice of Motion No. 2004 of 2007 by Khanwilkar, J. (as he then was). The preliminary decree was passed by consent and was in terms of prayer clauses (a), (b) and (c) of the present suit, which reads thus:
â(a) that this Honble Court be pleased to Order and Decree that Ahmed Oomerbhoy Trust Trust be dissolved and its affairs be wound up by and under the Directions of this Honble Court;
(b) that this Honble Court be pleased to ascertain and declare the shares of each of the beneficiaries in the assets of the Ahmed Oomerbhoy Trust Trust;
(c) that the Honble Court be pleased to partition the assets of the Ahmed Oomerbhoy Trust amongst the beneficiaries entitled thereto in accordance with their respective interests as per the Trust Deed dated 24th February 1938 and the share be allotted and awarded to such beneficiaries.â
6. A Commissioner for Taking Accounts was appointed. He was directed to submit a report about the manner in which the Trust properties and assets could be partitioned amongst the respective shareholders in the two groups. The report was to be submitted within three months.
7. For the next five years or more, from July 2007 till November 2012, several meetings and hearings were held by the Commissioner for Taking Accounts for the purpose of this report to effect the division. All this work proved fruitless.
8. Before the Commissioner for taking accounts, the Plaintiff filed an affidavit on behalf of the Sattar Group saying that the combined value of the Usmania building and Mohammadi Manzil building taken together and the value of the two buildings at Dadar were almost the same with only a minor price difference. I will turn to this affidavit presently.
9. This Notice of Motion was filed on 6th November 2012 by the 7th Defendant of the Majid Group. It sought a direction to the Sattar Group to submit to this Court two lots of the properties, i.e., the Usmania building and Mohammadi Manzil building in one lot and the Dadar building in the other lot, with an option to the Majid Group to select one of the two lots on âas is where isâ basis. It also sought a relief that the Trust properties along with Ahmed Oomerbhoy properties comprised in the mill / factory premises at Byculla be divided into two equal plots and that the Majid Group be then permitted to select one of the two lots so divided. There were also prayers for consequential reliefs.
10. On 11th December 2012, the Plaintiff filed an affidavit saying that the Usmania and Mohammadi Manzil buildings could be conveniently constituted into one lot, and two Dadar buildings into a second lot with the value difference between the two being quantified by Court. On 27th December 2012, the Commissioner for Taking Accounts submitted a report stating that the division of the properties was not possible. He sought directions of this Court.
11. On 31st January 2013, this Notice of Motion was taken up for hearing. At that time, i.e., during the hearing before Smt. R.S. Dalvi, J., the Majid Group made a proposal that is duly noted in the order made on that date. This proposal envisaged that one lot would consist of the two buildings at Dadar along with the two Ahmed Oomerbhoy plots from the Factory Premises at Byculla (C.S. Nos. 1009 and 1010) and two of the Trust plots in the Factory Premises, i.e., C.S. Nos. 1011 and 1012. The Usmania building, the Mohammadi Manzil building and the two remaining Trust plots in the Factory Premises, i.e. C.S. Nos. 1014 and 1015 were to constitute the second lot. Since this proposal was made by the Majid Group, the Sattar Group was given option first to choose either of these plots. The Notice of Motion was then adjourned.
12. On 15th February 2013, the Plaintiff filed an additional affidavit contending that it was impossible to implement the Majid Groups proposal since the Factory Premises were incapable of subdivision as there were several structures standing on this plot.
13. On 20th February 2013, this Court noted some of these facts and held that the Majid Groups proposal was âthe most equitable mode of distribution of properties amongst the Groups once the choice is madeâ. The Court also noted that the Sattar Group, i.e., the Group that includes Plaintiff, had applied for time to consider the lots proposed and to exercise its choice. The Court specifically noted that 15th February 2013 affidavit filed by the Plaintiff accepting the making of lots, stated that it was workable but suggesting certain modifications. The Court also noted that some parts of the âsuit propertiesâ, meaning the structures on the Factory Premises would required to be demolished and that the Majid Group (Defendants No. 7 and 8) were prepared to do this.
The Sattar Group wanted a valuation made. The Court gave both Groups liberty to make their own valuations, and then proceeded to direct that since the lots were agreed upon, the actual division of the properties would be on the terms set out by the Court. Paragraphs 8 to 13 (CHECK) of 20th February 2013 order read thus:
â8. The Sattar group desires valuation to be made so as to make their choice. It is for them to make their valuation. The Majid group may also make their valuation. Since the lots are agreed to be made, the actual division of properties would be on the following terms.
(a) If the Majid Group has to show their valuation, the Sattar group would have the first choice. If the Sattar group insists upon their valuation, the Majid group would have the first choice.
(b) There are tenants in both the lots. The tenancy rights cannot be extinguished except by consent of the tenants by the group that takes over the tenants of that lot. Hence whatever valuation is made, the property would go along with those tenants since the choice is available to the other side.
(c) Each of the groups is the tenant of another group. Consequently such tenancies would either continue or terminate by consent of such tenants. Such termination would then be at a valuation.
(d) The rights of the landlord as also tenants shall not be affected by the aforesaid settlements.
9. Since lots are now agreed to be made as per affidavit of the Sattar group, that group may obtain the valuation of the suit properties for their own satisfaction for exercising their choice or to give the valuation to the Majid group to offer them to exercise their choice to choose one of the two lots. If the choice is not made, the Commissioner for Taking Accounts who has submitted his report shall proceed upon the said report taking into consideration the two lots prepared by Defendant Nos.7 and 8. The Commissioner Report is disposed off accordingly.â (emphasis supplied)
14. On 9th April 2013, the Plaintiff filed yet another affidavit now objecting to the proposal on the ground that no sub-division of the Factory Premises was possible since there were still structures standing. The next day, 10th April 2013, Defendant No. 7 formally put on record the Majid Groups scheme, as originally placed before the Court on 31st January 2013 and again on 20th February 2013. A draft amendment was also submitted. I have allowed that amendment by a separate order dated 2nd July 2014. That amendment seeks to add a prayer asking this Court to allot one of the two lots to each group in accordance with the propounded proposal.
15. On 12th August 2013, consent minutes were filed in the suit. These allowed the 7th Defendant of the Majid Group to demolish all the structures standing on the Factory Premises. Upon that being done, the entire Factory Premises were to be handed over to the Court Receiver. Provisions were also made for payments of an amount of Rs. 50 lakhs to the Sattar Group in so far as they related to the structures standing on the Factory Premises, as also the plant and machinery, oils, salvage materials and movables in those Premises. It is not in dispute that that process of demolition is now complete.
16. Mr. Munshi, learned advocate for Defendants No. 2 to 7, has tendered a rough sketch showing the proposed division and the marking of the two lots. For convenience, a copy of this sketch is annexed as Annexure â2â to this order. Briefly: Lot No. 1 consists of the Dadar building (both wings), the two Factory Premises plots owned by Ahmed Oomerbhoy (C.S. Nos. 1009 and 1010), the entirety of C.S. Nos. 1011 and 1012 that are the properties of the Trust and parts of C.S. No. 1015 and 1014, also once belonging to the Trust. Lot No. 2 consists of the Usmania and Mohammadi Manzil buildings and the balance portions of C.S. No. 1015 and 1014, properties of the Trust. According to Majid Group, on its independent assessment, the valuation differential between these two lots is about Rs. 3 crores.
17. Mr. Munshi submits that a preliminary decree having already been passed, and since this Court had already by the orders of 31st January 2013 and 20th February 2013 accepted the fairness of the Majid Groups proposal, an order must now be passed in terms of this Notice of Motion. There is, he submits, no valid objection from the Sattar Group. Indeed, the affidavits that have been filed on behalf of the Sattar Group accept the proposal and the making of lots. There is no counter-proposal forthcoming. The only objection earlier raised was that an in specie division by metes and bounds was impossible on account of the structures on the Factory Premises.
Now that these structures are demolished, there is no surviving objection.
18. Before I consider Mr. Munshis submission, I must note the various statements made by the Plaintiff in his affidavits in the suit and in this Notice of Motion. In an affidavit dated 10th February 2012 filed in this suit, the Plaintiff, in paragraphs 3 to 5 said this:
â3. It is submitted that the combined values of Usmania Building and Mohammedi Building and the values of the two buildings at Dadar known as Ahmed Oomerbhoy Building are substantially the same with a minor difference. I along with the said Sattar Group am willing to take either of the properties as one part of our 50% share and entire pay over or receive or adjust the difference in value based on these building given to us.
4. And I further submit that with reference to the Mill premises at two Tanks Grant Road, Mumbai, only an one Cadastral Survey (CS) number being No. 1010 (Byculla Division) stands in the name of Mr. Ahmed Oomerbhoy. It is submitted that the whole premises is tenanted to Ahmed Mills which is in possession of Court Receiver in Suit No. 4913/2000 which is indivisible and indispensable to said property. The share of the parties in the property of said Ahmed Oomerbhoy and Ahmed Oomerbhoy Waqaf trust are almost same. Majid Group to agree for such division and also to implement the decree.
5. I say that I shall deal with the tenants and occupants of the portion of the properties coming to my share and similarly, the Defendant No. 7 and 8 should deal with the portion of the said properties coming to their share jointly. However, prior to Division the factual position in the Suit Properties need to be placed on record. Parties shall not rise any grievance in future as to correctness of the details etc. and shall accept the same division on a as what is, where is and whatever basis and shall defend any third party claims and liabilities at their own cost. Any and all claims arising after the date of such division shall be borne entirely by the party in possession of such property only.â
19. In an affidavit filed on 11th December 2012 in reply to this Notice of Motion this is what the Plaintiff said:
* âHence, it is suggested that the assets be divided into two primary lots: Lot 1 comprising of Buildings namely Osmania, Mohamedi and Lot 2 comprising of the two Dadar Buildings.
*This Honble Court may be pleased to appoint a Valuer from the panel of Valuers and as per direction of this Honble Court, either the Majid Group or the Sattar group will have the right to select the properties listed in lot 1 and lot 2 and the minor differential value of the two lots may be added to the lot with the lesser value. The property mentioned in 1(d) being the mill premises may be valued and either Sattar group or Majid group may be given the first right to buy the Mill Premises as per the valuation. In case neither of the groups chooses to purchase the said Mill Premises, the may be auctioned on the basis directed by this Honble Court in its Order dated 8.03.2010.
* However, the said Mill Premises are tenanted by various family partnership firms, all of which are in the process of dissolution. Consequently, any sale of the said Mill Premises (whether to the Majid Group or Sattar Group or to a third party by auction) will have to be subject to the tenancy rights of the various firms in the said Mill Premises. In the alternative, with the consent of all parties (which include all partners in the various family partnership firms which have tenancy rights), this Honble Court may be pleased to direct that the said tenancy rights of the said family partnership firms also be valued.â
20. Finally, there is Plaintiffs affidavit dated 15th February 2013, to which I have earlier referred. In paragraph 7 of this affidavit, the Plaintiff said:
â7. In the event that the Majid Group is agreeable to demolishing the mill premises, I respectfully submit that the proposal of the Majid Group with regard to said Lots can be workable and feasible with modifications in the following manner.
a) The valuation of Mill Land and Premises (Cadastral Survey Nos. 1009, 1010, 1011, 1012, 1014 and 1015) in the said Lots, which is proposed to be carried out by the Majid Group ought to take into account the value of the subsisting tenancy rights of M/s. Ahmed Oomerbhoy and the other concerns and partnership firms which are tenants of the Mill Premises which is not disputed by the parties. Consequently, the Majid Group ought to, in the valuation proposed by them, take into account and credit the shares of the Parties in ratio of their share/ interest in the said partnership firms and value be apportioned to the said Lots.
b) The Mill structure on Cadastral Survey Nos. 1009, 1010, 1011, 1012, 1014 and 1015 ought to be demolished after the Valuation is accepted by both the parties and the Lots chosen by the said groups namely the Majid group and the Sattar group. This, in turn, will enable each party to fully utilize their respective plots without any interference from other party and will lead to an effective division of the property between the two groups.
8. In the event that, the above proposal is not accepted by the Majid Group, I with to submit that the said Mill Land and Premises ought to be valued as a whole including the value of the individual tenancy rights of the various firms and the group valuing such property shall offer the other group a right to purchase the entire property of the Mill Land and Premises at such value.
9. If the party to whom the Mill Land and Premises is offered for purchase is not ready and willing to buy the entire property, the party valuing the said property shall be given the right to purchase the entire property for a price not less than the valuation price. If neither group wants to purchase the Mill Land and Premises, the same may be sold by an auction conducted by the Honble Court. The amounts appropriated to each group including the amount apportioned to individual tenants shall be paid from such sale price, after first deducting all outgoings, taxes and expenses in relation to the Mill Land and Premises which have thus far been paid by any of the Parties to the Suit.
10. The two buildings at Dadar (bearing Survey No. 6/201), at one hand, and Mohammedi building (C.S.No. 1016), Usmania building (C.S.No. 1013) together can be valued and divided between the two groups in the same manner by one party offering to the other the difference in value between the two lots so decided.
11. I say that in the event the division of properties as set out in prayers in the above motion or as suggested by the Majid Group on 31st January 2013 after incorporating the modifications suggested by me herein above is not acceptable to Majid Group, then the alternate proposal set out by me in the aforesaid paragraphs 8 to 10 and /or in paragraph 9 of my Affidavit dated 11th December 2012 may be considered by this Honble Court.â (emphasis supplied)
21. There is one other aspect to note. The plaint itself does not contain a prayer for sale of all or any of these properties. The only prayers are for a division and distribution. None of these affidavits indicate why, today, such a division as is offered by the Majid Group should not be effected. It is not insignificant that the Sattar Group has not filed any appeal from the orders of 31st January 2013 or 20th February 2013, in which this Court inter alia accepted the Majid Groups proposal and proceeded to pass directions on that basis. Indeed, a reading of these orders and Plaintiffs affidavits indicates that the Sattar Group has accepted, albeit in qualified terms, the Majid Groups proposal. On affidavit, the sale by auction to outsiders is only an option of last resort; the Sattar Group does not anywhere dispute that a division is in fact possible. It does not even indicate in terms why the present division suggested by the Majid Group is unworkable. It only demands an inter-se adjustment of accounts. Indeed, the statement is that âthe proposal of the Majid Group with regard to said Lots can be workable and feasible with modificationsâ.
22. At the hearing of this notice of motion, the submission of Mr. Randheria, learned advocate for Sattar Group and the Plaintiff was that:
a) the valuation differential proposed by the Majid Group is not accepted.
b) Several portions of the built up structures that once stood on the Factory Premises were at one time tenanted by some partnership firms. There are suits pending for dissolution and accounts of these firms. In those suits, the question of valuation of these tenancies will undoubtedly arise. Therefore, till these suits are decided, this division should not be made as the inter-se accounting in the partnership dissolution actions will necessarily have a bearing on the amount that is payable from one Group to the other on account of the valuation differential between the two lots;
c) In any case, there is a compelling reason why the Factory Premises and their contiguous properties, i.e. Mohammadi Manzil and Usmania buildings should be offered for sale as one single lot. As a single lot, Mr. Randeria submits, the property is bound to fetch a much higher price because it will have a significantly enhanced development potential. The Sattar Group is agreeable to a sale of the entirety of the property in question.
23. I do not believe that any of these submissions are tenable. One cannot lose sight of the nature of the suit and the reliefs sought: that it was the Plaintiff himself who sought an in specie division and not a sale, and that the Plaintiff and the Sattar Group have, after first saying that a division was not possible because of the standing structures on the Factory Premises, later not opposed in principle the proposal from the Majid Group. The question of valuation of tenancies is not one that should, to my mind, be allowed to come in the way of the distribution or division that the Majid Group now seeks in this Notice of Motion. These concerns can be adequately taken care of, e.g., by providing that instead of making a payment of half the valuation differential, the amount be deposited in this Court subject to an adjustment, if any, on the taking of accounts in the pending partnership dissolution actions.
24. Mr. Randerias submission that the property be sold in its entirety raises the question of whether or not a Court has the power in law to order such a sale especially when one side of this litigation desires to have its share of that property in specie on âas is where isâ basis. On first principles, I would venture to suggest that no Court should force a sale of a property merely because one party is being obstructive about a division that is otherwise possible, or, at any rate, not shown to be impossible. Assuming that the Court has the power to order a sale, this can and should only be done where such a division in specie is impossible or not feasible. Mr. Randeria is unable to show me today why the properties are incapable of division as proposed by the Majid Group. He only says that it is not optimal or, in his clients view, desirable. That is a very different thing.
25. I am mindful of the fact that the order that Mr. Munshi seeks is on a Notice of Motion and would have the effect of decreeing the suit although no written statements have yet been filed, issues drawn or evidence taken. Mr. Munshi agrees that this would indeed be the effect of such an order. However, that is not, he submits, an impediment in and of itself. Suits are of varying descriptions and types. Not all need the same treatment. Our procedural rules, i.e., the Code of Civil Procedure, 1908 (âCPCâ) and the Bombay High Court (Original Side) Rules (âOS Rulesâ) should not be treated as a trammelling or strait-jacketing restriction on the powers of a Court to do that which is equitable and just, having regard to the facts of each case. These are, after all, procedures, and they are meant to sub-serve the ends of justice. Broadly speaking, Mr. Munshis submission are well-founded. Our rules and procedures are a means to an end, not an end in themselves. Given that there is no valid or tenable opposition to the division proposed and, perhaps most importantly, that a division is precisely reason why the Plaintiff brought suit, it would, in my view, be far too pedantic and doctrinaire an approach to say that an order of the kind Mr. Munshi seeks can only be passed in the suit and never, under any circumstances, on this application.
26. Mr. Munshi relies on the provisions of Section 92(1) of the CPC, and in particular Clauses (f ), (g) and (h) read with Section 51, Order XXI Rule 18 and Order XXVI Rule 14 (3), as also Rules 38 (f ) and (g) and 39 of the OS Rules to submit that there is an inherent power in the court to make such an order. Even though Section 92(1)(f ), (g) and (h) of the CPC and the other provisions that he cites may not directly apply to the case at hand, the principles outlined in these procedural provisions should guide the Courts hand. The Plaintiff has in his various affidavits pinned himself to a certain position regarding the division. It is too late in the day for him to resile from that. What is proposed, Mr. Munshi submits, is a a scheme for the mode or manner to effect the dissolution of the Trust. It is only the consequential implementation of the preliminary decree that has already been passed on 10th July 2007.
27. In the context of a private Trust, which the Trust admittedly is, Mr. Munshi relies on the decision of the Supreme Court in Ramchand (Dead) By Legal Representatives vs. Thakur Janki Ballabhji Maharaj and Anr. (1969 (2) SCC 313)There, considering the issue of a private Trust and a temple, the Supreme Court held that Civil Courts always has jurisdiction to frame a scheme for management of the temple and its properties. The Supreme Court directed the Court of first instance to frame such a scheme in order to make an effective decree. Mr. Munshi also relies on a decision in KT. N. RM. Thenappa Chettiar and Ors. vs. N. S. KR. Karuppan Chettiar and Ors. ((1968) 2 SCR 897)Here too, the Supreme Court held that a Civil Court always has a power to frame a scheme for the administration of a private endowment at the instance of one of the parties interested.
28. As regards the tenancy rights and values claimed by Mr. Randeria to affect or make impossible the distribution, Mr. Munish relies on the decision of a Division Bench of the Calcutta High Court in Prasanna Kumar Sarma and Ors. vs. Satish Chandra Sarma and Ors. (AIR 1929 Calcutta 666)There, the court held that the rights of the parties have to be determined in their capacity as co-sharers. The rights of third parties are not be considered in such an action. Now, even if in the distribution or the dissolution the contesting groups are strictly speaking not co-sharers it should make no difference given that both parties have admittedly 50% share in the distribution.
29. Moreover, on this question of tenancies, I believe Mr. Randerias concerns are fully addressed by an order dated 19th December 2012 passed in this very Notice of Motion, where it was specifically held that the rights of the tenants in the structures on the Factory Premises would be as per law and that these tenants would be entitled to enforce their rights in the Court of competent jurisdiction. This order was passed in the context of the demolition of the structures on the Factory Premises.
30. Mr. Randerias submits that the authorities and the statutory provisions cited by Mr. Munshi have no application whatsoever to an extinguished Trust. They apply only to the case of settlement of a scheme or management of an existing Trust. The properties here, he submits, are not jointly owned. The suit is, in actuality, for a declaration under the Indian Trusts Act, a statute that is silent about the mode of distribution. There is also no sufficiently comprehensive provision in the CPC dealing with such a situation. Therefore, the Court must proceed on the principles of equity and make an order ex debito justitiae. This requires the monetary value of each groups share to be safeguarded. There is no restraint, he submits, on a Court-ordered sale, unlike under the Partition Act.
31. Mr. Randerias next two submissions are, in my view, incapable of acceptance. He says that the commitments made by the Plaintiff on affidavit were on a without prejudice basis. That submission needs only to be stated to be rejected. He also submits that there is no expert opinion of whether a division is feasible although in all probability it is feasible but may require regulatory approvals from the local authorities. This is not so much a submission as a speculation, no different from the speculation that the property would undoubtedly fetch the a higher value if sold as one lot.
32. On the question of power of sale the decision of a learned Single Judge of this Court in Janardan Mahadev Dhuru and Ors. vs. Vijaynath Moreshwar Dhuru and Ors (AIR 1982 Bombay 274)is on point. Bharucha, J., as he then was, held that following the decision of the Supreme Court in R. Ramamurthi vs. V. Rajeswararao, (AIR 1973 SC 643)the Court has no power other than the power conferred under the Partition Act to order sale of property in a partition suit. The suit property in that case could not, he held, be ordered to be sold. Paragraph 8 of that decision makes it clear that the suit with which the Court was concerned was also not a suit brought under the Partition Act.
33. All of this leads me to believe that there is no procedural or statutory impediment in passing an order of the kind that Mr. Munshi seeks in this Notice of Motion. Testing this from another prospective: suppose the parties were to be driven to addressing the suit as any other regular suit, i.e., by framing issues, filing affidavits of evidence, and taking evidence. What might the Defendants say differently from what they have said in this Notice of Motion? What might the Plaintiff urge in opposition? What question could possibly be put to a witness on either side? The valuation differential would not affect or stall the division; it would only require a further order to be made. That, too, can be done, or at least provision made. As far as I can tell, nothing remains to be done in the suit except to divide and distribute the properties. The only question is how is that best done. Mr. Munshi suggests one possible method. It seems to me an eminently fair and reasonable method or mode of distribution. There is nothing on record to indicate to the contrary. In fact, this is not even an opinion that I should, rightly, express since it has already been concluded by the two previous orders of this Court, neither of which has been set aside or modified. At the same time, I see no real difficulty in addressing Mr. Randerias concerns about the monetary differential and the question of accounts being taken in the pending partnership dissolution actions.
34. With that in mind, the following order is passed:
a) The Sattar group shall, on or before 28th July 2014, indicate to this Court which of the two Lots shown in Annexure â2â to this order (it being clarified that Lot 1 includes also the two Dadar buildings) it accepts or agrees to take. Upon the Sattar group making that election, it will be exclusively entitled to the properties comprised in the lot of its choice. The Majid group will be exclusively entitled to the properties comprised in the other lot.
b) Should the Sattar group not, on that date, indicate its choice, it will be deemed to have forfeited its right of first option/first refusal. The Majid group will then have the first option to select any of the two Lots, with the same consequences as to passing of title and property.
c) In order not to influence the decision of either group, no directions regarding payment or deposit of the differential in valuation are being issued at this stage.
These directions will be passed once the election has been made as indicated above.
35. List the Notice of Motion and the suit for further orders, first on board at 11.00 a.m. on 28th July 2014.