2881782
Hall of Justice, Port-of-Spain.

A property development company will have to wait a while longer for the determination of its legal battle over its bid to purchase 16 acres of land from a subsidiary of CL Financial (CLF).

Appellate Judges Peter Rajkumar and Vasheist Kokaram reserved their decision in the procedural appeal brought by Select Properties Ltd after hearing submissions during a virtual hearing, yesterday morning.

In the appeal, the company is challenging a decision by High Court Judge Kevin Ramcharan, who is presiding over CLF’s liquidation, to refuse to honour a purchase agreement between it and one of CLF’s subsidiaries.

According to the evidence in the case, in January, last year, Trincity Commercial Centre, a subsidiary of Home Construction Ltd (HCL) entered into the agreement to sell the land, located at South Park, Tarouba, for $60 million.

Under the agreement, the company agreed to pay a 10 per cent deposit, which was to be refunded if the deal fell through.

In June, last year, Hugh Dickson and Marcus Wide of international accounting firm Grant Thornton, who were appointed by Ramcharan when he approved the liquidation in 2017, applied to him to approve the sale.

The application was refused by Ramcharan, who instead ordered the liquidators to advertise the property for it to be sold to the highest bidder.

The company was refunded but opted to make the application to stay Ramcharan’s order and for the proceedings to be unsealed for it to view the previous application made by the liquidators.

Ramcharan initially refused an application to stay his decision and the company filed a separate appeal over the issue.

The company succeeded in its initial appeal and Ramcharan was ordered to reconsider the issue using guidance provided by the Appeal Court.

The company was forced to file the current appeal after Ramcharan completed the process and essentially came to the same decision.

Presenting submissions on the company’s behalf, Senior Counsel Anand Ramlogan suggested that Ramcharan did not have the power to usurp the agreement between the parties, which was legitimately struck.

He said that under the Companies Act, the liquidators had the power to sell by private treaty, and Ramcharan’s role was to merely “rubber stamp” the transaction.

“They (the liquidators) did not need to come to the court. They didn’t come for sanction, they came for direction out of an abundance of caution,” Ramlogan said, as he noted that there was no bad faith, fraud, or bias in the deal.

Responding to the appeal, Deborah Peake, SC, who led the legal team for the Office of the Attorney General, said that Ramcharan acted prudently as CLF was in a compulsory liquidation to clear its massive debts to creditors, the largest of which is the Government.

“Any rational judicial officer would have been concerned with the debt owed,” Peake said.

Peake also questioned the company’s claim that Ramcharan should have ignored the three higher bids that were solicited through public advertisements.

“Are they saying the judge should disregard the later higher bids received pursuant to the court order? It must be that he was entitled to look at the change in circumstances,” Peake said.

“The principal function of the court in liquidation matters is to achieve the highest possible price in a court-approved process,” she added.

The company was also represented by Renuka Rambhajan and Jared Jagroo, while Ravi Heffes-Doon appeared alongside Peake for the State.