(Prayer: Grant leave to the plaintiff to TRANSFER the Schedule A mentioned properties in favor of the Applicant/Plaintiff or its nominees, as per the agreed terms between the parties, in terms of the agreement dated 23.10.2013 entered into between the Applicant/Plaintiff and the 1st Respondent/Defendant pending disposal of the main suit.)

1. The present application is filed to grant leave to the plaintiff to transfer Schedule 'A' mentioned properties in favour of the applicant/plaintiff or its nominees, as per the agreed terms between the parties, in terms of the agreement dated 23.10.2013 entered into between the applicant/plaintiff and the 1st respondent/first defendant pending disposal of the main suit.

2. The case of the applicant/plaintiff is that a loan agreement was entered into between the applicant/plaintiff and the first respondent/first defendant on 23.10.20213. The 2nd respondent is the Managing Director of the first respondent company. It was agreed by MARG as per terms of agreement as stipulated in clause 4(a) of the Loan Agreement dated 23.10.2013, that the loan shall be promptly repaid along with interest net of TDS at the end of six months from the date of the loan agreement entered between the applicant and the 1st respondent.

3. However, the 1st respondent committed default and violated clause 4(a). As per clause 4(b), an option was given to the applicant to pay a further sum of 9.5 Crores after adjusting the interest net of TDS dues, if any, on the loan amount of 7.5 crores and on doing so, MARG was to withdraw the suit filed by it in C.S. No.811 of 2004. It was agreed between the parties that if the loan agreement is not extended mutually at the end of 6 month period, or if the applicant does not act upon the option as mentioned in clause 4(b) by paying the additional amount of 9.5 crores, then MARG shall become liable to repay the loan amount of 7.5 crores, along with committed interest at 18% per annum, net of TDS to the applicant. The learned counsel drew the attention of this court to some of the clauses of the loan agreement, which are extracted hereunder:

                   "WHEREAS

                   1.MARG has raised a dispute against South India Corporation (Agencies) Ltd. (hereinafter referred to as SICAL) in relation to sale of portion of lands before the Hon'ble High Cout of Madras vide C.S. No.811 of 2004 (including all other connected applications) (as more specifically detailed in Schedule 1 to this Agreement).

                   6. HAACIENDAA is in discussion with DSRK for the purchase of the lands held by DSRK as mentioned in Schedule III along with other lands owned by DSRK in that area. Therefore HAACIENDAA is interested in entering into the Settlement Agreement with MARG to settle the disputes mentioned in C.S. No.811 of 2004.

In the above loan agreement, the parties have agreed as follows:

                   HAACIENDAA hereby agrees to provide a loan for a period of six months to MARG on the terms and conditions mentioned below:

                   (1) Loan amount: HAACIENDAA hereby agrees to provide a loan of Rs.7.50 Crores (Rupees Seven Crore Fifty Lakhs only) to MARG for a period of six months. MARG hereby acknowledges the receipt of the said loan amount of Rs.7.50 Crores (Rupees Seven Crores Fifty Lakhs only) vide Cheque No.638747 dated 23.10.2013 drawn on ICICI Bank Limited, Mount Road Branch, Chennai - 600 006.

                   (2) Interest Rate: Rate of interest for the loan to be provided by HAACIENDAA to MARG will be 18% p.a. interest after deduction of applicable TDS to be paid by MARG to HAACIENDAA as per the terms specified in clause 4 infra.

                   (3) SECURITY: MARG hereby agrees to furnish the assets as described in SCHEDULE V as a collateral security towards the said loan to and in favour of HAACEINDAA along with the power of attorney. The Power of Attorney has to be registered with the appropriate registering authority. Necessary hypothecation and mortgage of the title deeds of the assets furnished as collateral security to be done. Charge on the security by MARG and its associate companies to and in favour of HAACEINDAA of the Schedule V mentioned assets to be created with the Registrar of Companies within 15 days of entering into this loan agreement.

4. Under the caption "TERMS", the parties herein have agreed as follows:

                   (a) MARG shall promptly repay the loan along with interest net of TDS at the end of six months from the date of this Agreement. However HAACIENDAA reserves its right of discretion to enforce performance in the manner set out in clause (b) below.

                   (b) HAACIENDAA shall at its option at any time within six months from the date of this agreement pay a further amount of Rs.9.50 Crores (Rupees Nine Crores Fifty Lakhs only) to MARG after adjusting the interest net of TDS due, if any, on the loan amount of Rs.7.50 Crores and MARG shall withdraw the legal cases filed by it (C.S. No.811 of 2004 and all connected applications).

                   (5) DEFAULT:

                   In the event of default in payment of the loan by MARG, HAACEINDAA shall transfer the assets furnished as security by MARG, Arogya Constructions Private Limited and Wisdom Constructions Private Limited to its name or in the name of its group companies/nominees. MARG and its associate companies Wisdom Construction Private Limited and Arogya Constructions Private Limited will not have any claim against the assets mentioned in Schedule V. HAACIENDAA shall have right to claim the balance amount if any of the loan and interest payable thereon after adjusting the value of the assets offered as security and obligation to refund to MARG any excess proceeds."

5. According to the applicant, the payment of monies to the 1st respondent were secured through registered mortgages created by the respondents 3 and 4/defendants 3 and 4 at the instance of the first respondent. Therefore, respondents 3 and 4/defendants 3 and 4 are also liable. The respondents 3 and 4 even though are not signatory to the loan agreement dated 23.10.2013, have through their conduct made themselves liable for the dues of the first respondent since they have executed mortgage deeds in favour of the applicant. The applicant was secured for the loan given by it to the first respondent by execution of registered mortgage deed by respondents 3 and 4.

6. The applicant states that pursuant to the loan agreement, and on the strength of the security executed by the respondents 3 and 4 by way of MoDT, the respondents 3 and 4 had also executed a registered General Power of Attorney vide Document No.4350 of 2013 dated 23.10.2013 on the file of SRO, Cheyyur by the 3rd defendant/Arogya Constructions Pvt. Ltd giving power in favour of the applicant herein to deal with the property admeasuring 18 Acres 72 cents situated at Nergunapattu Village, Cheyyur Taluk, Kancheepuram District and to negotiate for sale of schedule mentioned property and enter into agreement for sale with any prospective purchaser/purchasers.

7. The applicant further states that pursuant to the loan agreement and MoDT, a registered General Power of Attroney vide Document No.4355 of 2013 dated 23.10.2013 on the file of SRO, Cheyyur was executed by the 4th defendant/Wisdom constructions Pvt. Ltd. in favour of applicant herein. The GPA was executed by the fourth defendant in favour of applicant to deal with the property ad-measuring 9 Acre 70 cents situated at Thiruvathoor Village, Cheyyur Taluk, Kancheepuram District and to negotiate for sale of schedule mentioned property and enter into agreement for sale with any prospective purchaser/purchasers.

8. The learned counsel for the applicant submitted that the respondents 3 and 4 have given power to the applicant/plaintiff for the purpose of negotiating sale of schedule mentioned lands. Clauses 1 and 2 of the Power of Attorney deed are extracted hereunder:

                   1. To negotiate for sale of schedule mentioned property and enter into any agreement for sale with any prospective purchaser/purchasers.

                   2. To sell the schedule mentioned property to any purchaser or purchasers at such price, which the attorney in their absolute discretion this proper to agree upon.

9. In the loan agreement, the repayment period was mentioned as six months and the terms in case of default has been specifically mentioned. The first defendant and the plaintiff have agreed and signed the same. The learned counsel for the applicant/plaintiff submitted that as per the general power of attorney documents executed by the respondents 3 and 4/defendants 3 and 4 in favour of the applicant/plaintiff, they are always at liberty to proceed in accordance with the terms contained in the loan agreement, however with abundant caution, the applicant/plaintiff has taken out this application with the prayer as stated supra.

10. The learned counsel for the applicant stated that despite many years having gone by, not even a single penny has been repaid by the first respondent/MARG as per clause 4(a) and since no repayment happened as per the convenants of the agreement, the default clause gets triggered and hence the present suit. The learned counsel further submitted that the applicant was constrained to make several communications to the first respondent and the said first respondent had promised orally on several occasions that they would settle the monies secured through mortgage. Since, there is no effective response from the side of the first respondent nor its associate entities, namely the defendants 3 and 4, the applicant was constrained to file the present suit seeking enforcement of the mortgage rights of the applicant as per the MoDT executed between the parties.

11. The learned counsel for the applicant/plaintiff further contended that the applicant is entitled to invoke the default clause as per clause 5 of the loan agreement and is further entitled to transfer the assets furnished as security by defendants 1, 3 and 4 to the name of the applicant/plaintiff. Hence the present applications.

12. The learned counsel appearing for the applicant/plaintiff has fairly submitted that he has enclosed valuation of the property in the typed set of papers. The guideline value of the property of the third respondent is mentioned as Rs.1,85,22,000/- and the assessed fair market value of the property is mentioned as Rs.6,62,00,000/-. The said document is dated 10.07.2025. Valuation report of the property of the fourth respondent, which finds place in Page No.101 more specifically, Page No.106 describe the guideline value of the property as Rs.2,80,000/-and the assessed fair market value of the property as Rs.3,94,00,000/-. The said document is dated 16.07.2025. Even if the market assessed fair value is taken affront, the quantum Rs.3,94,00,000 + Rs.6,62,00,000/-, comes to Rs.10.56 Crores. The claim of the applicant/plaintiff is Rs.22.00 Crores, as found in the plaint.

13. The learned counsel for the respondents argued that the properties of the respondents 3 and 4 may not be allowed to be transferred in favour of the applicant pending disposal of the suit, as the applicant has to establish the default committed by the 1st respondent by adducing oral and documentary evidence during trial.

14. It is clear that as per the loan agreement, mortgage deed and general power of attorney deeds, the applicant is entitled to the relief sought for in these applications.

15. In view of the same, this court is of the considered view that the applicant/plaintiff has filed this application in all fairness, despite having a registered General Power of Attorney, which empowers the applicant/plaintiff to transfer the said property in the name of the applicant/plaintiff.

16. Accordingly, this application is allowed. No costs.