In Brief
M/s. Jaiprakash Associates Ltd (formerly Jaypee Rewa Cement Ltd) sought to mortgage leasehold plots in Delhi without paying the unearned increase demanded by the Delhi Development Authority. The lease deeds prohibited transfer without lessor consent and required payment of 50% unearned increase. The appellant argued that corporate amalgamation under a company court order was not a 'transfer'. The Supreme Court held that clause II(4)(a) of the lease deed—prohibiting sale, transfer, assignment, or parting with possession—covers all transfers, including court-ordered amalgamations. Since the amalgamation was based on a petition filed by both companies, it was not involuntary. Section 5 of the Transfer of Property Act does not exempt transfers by companies from lease restrictions. The Court dismissed the appeal, confirming the DDA's entitlement to recover unearned increase."
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