' By Appeals Nos.353/2015 and 354/2015, the Appellants in both cases have impugned the common Orders dated 03.12.2015 and 10.12.2015, passed by learned Single Judge of this Court, whereby the Appellant's Injunction Application was rejected and Nazir was directed to takeover possession of both Mills from the Appellants and handover the same to the Respondent and by Appeals No,368/2015 and 369/2015, the Appellants have again impugned common Orders dated 22.12.2015, and 28.12.2015, whereby learned Single Judge of this Court has directed the D.I.G., Hyderabad, to appear along with Compliance Report in terms of Order dated 03.12.2015, passed in Appellant/Plaintiff's Suits Nos.2096/2015 and 2097/2015 (T.M.K Sugar Mills Ltd. And Southern Sugar Mills (Pvt.) Ltd. Both against Venus Chemical (Pvt.) Ltd.
2. The Appellants in these matters have filed Suits Nos.2096/2015 and 2097/2015, for Specific Performance of Asset Purchase Agreements of June, 2014, between the parties, whereby the Respondents/Defendants were to finally convey the Mills in favour of the Appellants, and the Respondents avoided their part of contract and attempted to interfere with the possession of the Appellants in respect of the Mills. And the Appellants/Plaintiffs also filed Applications for Stay and on 06.11.2015 while issuing Notice to the respondents, learned single Judge directed the parties to maintain status quo.
3. In response to the Notices, the Respondents/Defendants entered their appearance and filed their Counter Affidavits, thereby totally denied the case of the Appellants/Plaintiffs and contended that the said Agreements were falsely managed and Appellants/Plaintiffs were not in possession of the Mills and as such question of threats does not arise, and prayed for dismissal of said Suits.
4. Further the Respondents filed Applications for Contempt of Court, thereby contended that the Appellants/Plaintiffs under the garb of Status Quo Order have forcibly occupied the Mills and deployed their private Guards with the help of Police Officials and learned Single Judge directed the concerned District Judge, to conduct inquiry and submit report. Which was complied with and on the basis of such Report, learned Single Judge has passed Impugned Orders thereby recalled the Order of Status Quo and ordered issuance of Show-cause Notice to the Directors of the Appellant's Company and the S.S.P, Tando Muhammad Khan, ordered the Appellants to release the possession of the Respondents within three days, D.I.G. Police, Hyderabad, to conduct thorough probe with regard to police aid with private persons in illegal occupation of both the Mills and registration of FIR against the responsible persons and possession be handed over to the Respondents within three days and in case, the Appellants failed to handover possession of the Mills in question to the Respondents, Nazir of this Court was directed to ensure transfer of the possession to the Respondents.
5. Thereafter. Learned Single Judge called for. Compliance Report of the Order dated 03.12.2015, and issued Notices to the D.I.G. Police. Hyderabad, vide Orders dated 22.12.2015 and 28.12.2015, which have also been impugned.
6. Heard the learned Counsel for the Parties, gone through the Impugned Orders and record available in the matter,
7. Contentions of Learned Counsel for the Appellants are that the learned Single Judge has not taken into consideration the facts and material available on record, while passing the Impugned Orders, which are not legal and proper, as the Appellants' peaceful possession was not taken into consideration in view of the said Agreements, undertaking and Possession Orders in the Appellants'
Suits, which were for Specific Performance, therefore, possession could not be ordered to be delivered to the Respondents; that the learned Single Judge has not granted opportunity to the Appellants to file objections to the Report of the learned District Judge in the matter.
8. Whereas on the other hand, contentions of leaned Counsel for the Respondents are that the said Agreements have been falsely managed and Possession of the Mills was never handed over to the Appellants and even admittedly no single penny has been shown to have been paid to the Respondents, as such, the Appellants are not entitled to any relief in the matter; the Appellants were never in possession of the Mills, rather the same was with the Respondents, wherein Millions of tons of Fertilizer were kept under the Agreements with the Fouji Fertilizer and Angro Fertilizer Company and even otherwise by consent of the Appellants and Respondents. Learned District Judge, was ordered to hold inquiry and such Report submitted, has been considered after hearing the parties. And their Counsel and now the contention of Appellants that chance for filing objection to such Report was not given to them, is an afterthought. Moreover, the Appellants under the garb of Status Quo Order in the Suits forcibly occupied the Mills in the matter and possession was restored/handed over to the Respondents in compliance with the Impugned Order dated 03.12.2015, and when on 16.12.2015. The Appeals No,353 and 354 of 2015. Against the same were filed, the Appellants were not in possession of the Mills, but Appellants misrepresented themselves to be in possession obtained Status Quo Order dated 16.12.2015, in these Appeals and thereafter again by force and connivance of the Police occupied the Mills under the garb of said Order in Appeals, for which Contempt Applications have been filed in the matter. Further earlier to these Appeals, the Appellants on 04.12.2015. Filed HCAs Nos.341/2015 and 342/2015, and the same were withdrawn on 28.12.2015, after obtaining the Status Quo Orders in these pending Appeals, wherein the Impugned Orders are same and even otherwise in these Pending Appeals, wrong address of the Respondents has been shown. Which subsequently, changed in view of Amended Titles in the matters.
9. We have observed that the Respondents are owners of two Mills in question and were in possession/occupation of the same. The Appellants have filed Suits on the basis of Assets Purchase Agreements in respect of the two Mills in question and thereby claimed to have purchased the same along with all Fittings. Fixtures etc. From the Respondents against the Considerations of Rs:1.500.000.00W- and A Rs,1.000.000.000/-. a;td claimed in possessions thereof and obtained! Status Quo Orders from the learned Single Judge. And after the notice the respondents denied the said claim -including, the Appellants'' possession and also denied the said Agreements as false and pointed out' that after e Order of Status Quo the Appellants have illegally by force occupied the Mills in question and placed Guard over there, for which Contempt Applications were filed by the Respondents and admittedly in spite of the huge Sale Consideration not a single penny has been paid or shown to have been paid to the Respondents. The learned Single Judge of this Court directed the District Judge to conduct an Inquiry into the matter and to submit Report and after receiving the same, the learned Single Judge has passed the Impugned Order after considering all the circumstances particularly the conduct of the Appellants, who under the garb of Order of Status Quo have illegally and forcibly occupied the Mills in question and, as such, the learned Single Judge while exercising Inherent Jurisdiction has passed the Impugned Order, which is otherwise legal and proper in all respects as the Courts have got Inherent Jurisdiction to pass appropriate orders, as in the present case, where the party has abused the Process of the Court, rather the Appellants have mis-represented, before Court in obtaining Status Quo Order, and as such the learned Single Judge has got the Possession of the Mills in question restored to Respondents. Reference can be made to the case of Civil Aviation Authority v. Noor Muhammad reported in PLD 1988 Karachi 401 (DB), and case of Saifur Rehman, v. Muhammad Ayub, reported in PLJ 1999 Kar. 263(DB).
10. Moreover, on 04.12.2015, the Appellant has challenged the Impugned Order by filing H.C.As.
Nos.341 and 342 of 2015, in this Court and during pendency of the same filed H.C.As. Nos.353 and 354 of 2015 on 16.12.2015, impugning the same Orders, which were impugned in the said earlier H.C.As., obtained Order of Status Quo again showing themselves to be in possession, but have not disclosed the pendency of the said earlier Appeals and taking over of possession of the Mills as per the orders of the learned Single Judge, and thereafter on 18.12.2015 withdrew the earlier H.C.As. The Respondents entered appearance in these pending Appeals, pointed out the said facts and submitted that the Applications for Contempt of Court (C.M.As. Nos.53 and 56 of 2016), further submitted that the Appellants have again misrepresented in these Appeals and obtained misused Status Quo Order dated 16.12.2015, and under the garb of the same forcibly, illegally and unlawfully with the help of Police Officials again occupied the Mills, which facts have not been rebutted by Appellants, and learned Counsel for the Appellants has not been able to show any substantial error or omission in the Impugned Orders, which have been passed in the peculiar circumstances of the case by the learned Single Judge and the Orders have been passed after hearing the parties through their counsel and same are not liable for any interference, since the Appellants being out of possession have played fraud and again filed these pending Appeals malafidely on misrepresentation/suppression of facts and obtained order of Status Quo, which has been pointed out by the Respondents on their appearance in the matter and as such it proves that the Appellants are in habit of taking over of illegal possession, rather have abused the process of the Court in the matter. To our mind, the Appellants have come to this court with unclean hands and mala fide intention for wrongful gain and as such learned Single Judge has exercised inherent jurisdiction legally and properly. Reference can be made to the case of Collector of Central Excise and Sales Tax, v. Pakistan Fertilizer Co. Ltd., reported in 2007 SCMR 351 and case of Gajanand Sha v.
Dayanand Thakur, reported in AIR 1943 Patna 127 (DB).
11. The aforesaid are the reasons of the following Short Order dated 26.01.2016, whereby we have dismissed these Appeals:- "After hearing these appeals at length and for the reasons to he recorded separately, we find that these appeals totally incompetent and glaring examples of abusing the process of this. Court, therefore, the same are hereby dismissed. Mr. Faiz H. Shah, Counsel for the Appellants says that the Appellants are ready to hand over the possession of the subject property to the respondent.
However, looking at the conduct of the appellant we direct the 1. G. Police to ensure that S.P. Tando Muhammad Khan hands over the possession of these both the mills to the Respondents today and report compliance tomorrow i.e, on 27.01.2016 at 8.30 a.m. The 1.G Police is also directed to ensure the lodging of FIRs in view of the mashirnama dated 11.12.2015, which reflects that the possession was handed over to the Respondents on 11.12.2015 and thereafter upon forceful dispossession of the respondent the appellants occupied the mills.
' We further find that there is a professional misconduct as during the pendency of earlier appeals bearing H. C.As. Nos.341 and 342 of 2015 impugning order dated 03.12.2015 the present H. C.As.
Were filed impugning the same order to procure interim relief by making an attempt before other bench and by giving wrong address of the respondent for obtaining ex parte interim order. The same order was further impugned in H. C.As. Nos.368 and 369 of 2015. In the circumstances, Mr. Fiaz H. Shah to explain as to why this matter may not be referred to the Bar Council for initiating the disciplinary proceedings against him. To be taken up tomorrow i.e, 27.01.2016 at 8.30 a.m. For compliance report. A.A. G to communicate the order to IGP and to ensure compliance."
12. Before parting with this Judgment, it is pertinent to mention here that in view of said Short Order the possession of the Mills in question have been handed over to the Respondents vide Compliance Report dated 27.01.2016, submitted by S.S.P. Tando Muhammad Khan and vide Order dated 27.01.2016, Notices were ordered to be issued on Applications for Contempt of Court bearing C.M.As. Nos. 53 and 56 of 2016, to the alleged Contemnors for 10.02.2016, in the matter, Mr. Faiz Shah has further to explain as to why this matter may not be referred to Bar Council for initiating disciplinary Proceedings against him for such conduct.