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Companies Law - High Court - Case Laws
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2018 (2) TMI 2110
Doctrine of purposive interpretation - alleged violation of under Sections 372 A 85(3) r/w 211 and Schedule II of the Companies Act, 1956, by which the petitioners herein were asked to show cause - seeking to invoke Section 463(2) of the Companies Act, 2013 - HELD THAT:- The principle governing the interpretation of the statute has reached the stage where the Courts interpreted a provision of legislation notwithstanding its nature, be it penal, revenue, social or otherwise. It is more so, when the rule of interpretation, while applied against a reasonable and harmonious one does not stand to reason or leading to absurdity. A principle of natural justice has to be read into and seen in any provision unless expressly conferred taking its own rationale behind it. The said principle is to be applied with more rigour in a case where the show cause notice was given followed by explanation a consequential decision was made without passing orders thereon.
This Court is of the considered view that when once the show cause notice is issued, then it would amount to initiation of the proceedings qua negligence, default, breach of duty etc., However, the same would not be applicable to a criminal action. The decision to initiate a criminal proceeding would naturally come on a factual finding resulting in the final order to be passed by the first respondent, on a consideration of the reply given to the show cause notice. Therefore, the first respondent has to pass a reasoned order on two aspects. One is on merit with respect to the negligence, default etc, attributable on the part of the officer and the second is with respect to the decision made to proceed under the criminal law. These two factors are mandatory as the Court under Section 463(2) of the Companies Act, 2013 is only required to say as to whether the officer has acted honestly and reasonably after finding the negligence on his part by the first respondent - This Court is of the view that the power to go into the question of negligence, default, breach of duty etc., does not lie with this Court as it is the role which is to be played by the first respondent. However, the issue pertaining to an officer having acted honestly and reasonably solely lies with this Court to be decided as against the petitioner concerned. To put it differently, such an issue can never be gone into by the first respondent as against this Court.
Thus, the first respondent cannot decide the issue of taking criminal action without a factual finding resulting in a final order to be communicated to the petitioner. After all, a show cause notice issued should result in an adjudication process, for which, a person, whose rights are liable to be affected has to be informed by a decision supported by reasons, on a consideration of the reply given. Therefore, it is mandatory on the part of the first respondent to see to it that such an order is passed and served on the officer against whom a criminal proceedings is likely to be initiated by giving a private complaint. Even otherwise, the decision is necessarily to be communicated by the first respondent.
The first respondent is directed to pass appropriate reasoned orders on a consideration of the reply given by the petitioners concerned - Petition disposed off.
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2018 (2) TMI 1997
Direction to Official Liquidator to pay the amount of ₹ 17,04,09,403/- or as per ratio and as per the directions issued by this Hon’ble Court - payment to 2,806 workers of the Commercial Ahmedabad Mills Ltd. (In Liquidation) - HELD THAT:- The Court when issued direction for the payment to the workers and the secured creditors as per the ratio worked out between the workers and the secured creditors i.e. 55.97% and 44.03% respectively vide order dated 02.03.2005 passed in Company Application No.359 of 1998, also issued further direction to apply same ratio to any further distribution that may take place after realization of the sale proceeds of the land of the company. In respect of the ratio fixed between the workers and the secured creditors by the Chartered Accountant in the year 2004, no grievance has been made either by workers or secured creditors and such ratio was ordered to be applied for future distribution. The Court finds that since respondents no.3 and 5 have agreed for disbursement as per the same ratio and since other secured creditors have chosen not to appear, they could be taken to have no objection for disbursement of the amount as per the same ratio and since sufficient amount is available in company’s account with the Official Liquidator, the permission as sought for by the Official Liquidator for disbursement of the amount between workers and secured creditors could be granted.
The Official Liquidator is permitted to disburse the amounts to the eligible persons from the list of the workers submitted by the applicant to the Official Liquidator excluding respondents no.9 to 21 of Company Application No.99 of 2017 or any of their relative and to the secured creditors from the balance amount available in the account of the company in liquidation as on 29.01.2018 in proportion to the ratio of 55.97% and 44.03% fixed between the workers and secured creditors respectively. Such disbursement shall be after adjusting the past payment made to the workers and secured creditors - Application disposed off.
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2018 (2) TMI 1988
Oppression and mismanagement - Rights issue of shares - shareholding of the Petitioners had been diluted - no notices were given for the meetings pertaining to the rights issue - shifting of the registered office, also, no notice for the same is given - appointment and removal of directors - Directorial disputes.
HELD THAT:- The order of the CLB in the present case can in no circumstances be said to be either perverse, based on no evidence or arbitrary. The CLB has analysed the factual and legal position in depth and has arrived at a conclusion on facts that no case of oppression and / of mismanagement has been made out by the Appellants.
The rights issue of shares and the service of notices by UPC - HELD THAT:- The rights issue was thus obviously contemplated as being the avenue for increasing the funds of the Company and for the growth of the Company. The CLB has recorded a finding of fact (in paragraph 28) that the rights issue was necessary for the growth of the Company and therefore the action of issuing the shares could not be termed as oppressive to the Appellants and/or mismanagement of the affairs of the Company - Pertinently, despite being party to the above meetings, at no point did the Appellants seek to subscribe to the rights issue, and did not even make such enquiries for several years prior to filing the present Petition. The reason for this was clearly because the rights issue which commenced from April 2007, was not of interest to the Appellants, as the Appellants had received back the sum loaned by them to the Company to the tune of ₹ 73,00,000/ . The Appellants had accepted back the loan as they did not desire to partake in the functioning of the Company.
The Appellants have no explanation for their having taken back their loan, save and except to contend that this was not reflective of their disinterest in the company. In this regard, the CLB has arrived at a finding of fact, based on the conduct of the Appellants and this finding ought not to be interfered with in exercise of jurisdiction under Section 10F. As a matter of fact, after accepting their loan amounts back in or about March 2007, at no point did the Appellants write a single letter or demand to participate or show any interest in participating in the company until issuance of the show cause notice on 5th November 2007 - even on merits it cannot be said that the rights issue was either oppressive or done behind the back of the Appellants.
Shifting of registered office - HELD THAT:- Pertinently, it is the admitted position that the UPC amount paid was ₹ 3/. It is more than sufficient for service on Appellant Nos.1 and 2; the other Directors and Shareholders being part of the Respondent Group, may well have been served by other means – they have raised no objection as to service or receipt of the notices. Once again this aspect is purely factual and is being dealt with only in light of the contentions raised by the Appellants. The crucial factor remains that shifting of the Registered Office has caused no prejudice to the Company, and is not oppressive in the least. There is nothing to show that the shifting was done to prejudice the Appellants - this contention does not constitute oppression or mismanagement.
Directorial disputes - HELD THAT:- The Appellants have relied upon an RTI Application of 2012 to contend that no notice was received of the meeting for removal of the Appellants as Directors. It appears from the impugned judgment that this issue of the RTI Reply was not pressed before the CLB. Even otherwise, it is pertinent to note that in all the various allegations of not having received notice for various meetings, the Appellants have not sought to obtain any RTI on the delivery of notices for all the meetings which are the subject matter of dispute between 2007 and 2010, but have only purported to obtain an RTI for a meeting held in 2011. Be that as it may, the Appellants have been removed by resolutions and with appropriate Form 32’s filed, to the satisfaction of the ROC. It is nobody’s case that the ROC has thereafter raised any objections to the filing of the Forms or indeed to the manner of removal of the Appellants - Further the Company is not under any circumstances either a family company or a closely held quasi partnership, in which circumstances potentially directorial disputes may be raised. The judgments relied upon by the Appellants in this regard will have no application to a company such as Respondent No.1. Further, it does not appear that this issue of ‘quasipartnership’ was pressed before the CLB, and was not pressed in arguments before this Court.
The Appeal ought to be dismissed as it does not give rise to any question of law. The factual findings are strictly matters which were within the province of the CLB. The CLB having exercised its discretion after analysing the evidence before it, this Court cannot to replace the discretionary order passed by the CLB with any contrary order - Even otherwise, on the findings of delay/laches and unclean hands, the present Appeal ought to be dismissed as the CLB has rightly declined to exercise its equitable jurisdiction in favour of the Appellants.
Appeal dismissed.
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2018 (2) TMI 1983
Permission to sell three tugs - company under liquidation - HELD THAT:- The Official Liquidator shall sell the two tugs, namely, Gal Beaufort Sea and Gal Ross Sea to M/s Akil Corporation in accordance with the terms proposed by the party. The Applicant has already received 10% of the offer amount as EMD, which it will have to deposit with the Official Liquidator. The liquidator shall hold the amount of EMD as also balance payment to be made by M/s Akil Corporation to the account of the company in liquidation. Distribution of the sale proceeds or declaration of dividend shall await hearing of the company application.
The Company Application is stood over to 28 February 2018 - By the next date, the Applicant shall submit a valuation in respect of the third tug, namely, Sangita.
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2018 (2) TMI 1833
Disqualification of directors - Held that:- The name of the petitioners have been put in the impugned list which is appended at Annexure P-4 list of Directors disqualified under Section 164 (2) (a) of the Companies Act, 2013 for the financial years 2014 to 2016 - Issue notice.
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2018 (2) TMI 1572
Director disqualified for violation of Section 164(2)(a) of the Companies Act, 2013 - petitioner found that the resignation which he had tendered to the company had not been filed with the Registrar of Companies - benefit of CODS-2018 Scheme avalability - Held that:- (i) The petitioner may file all the requisite returns in relation to the company in order to enable him to avail the benefits under the CODS-2018 Scheme;
(ii) The petitioner would also submit the necessary application under CODS-2018 Scheme along with its requisite charges;
(iii) The aforesaid documents and applications will be submitted online to the Registrar of Companies.
It is clarified that if the petitioner does not avail of the CODS-2018 or file the necessary documents as required, in addition to other consequences, the petitioner would also be liable to be prosecuted for Contempt of Court.
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2018 (2) TMI 1571
Winding up of company - present application was filed after the Official Liquidator had taken possession of at least two of the major assets of the company (in liquidation) and all further proceedings towards winding-up of the company (in liquidation) have been stayed - Held that:- From a perusal of the application filed by the applicant company, it appears that the same has been filed with a bare assurance to revive the company (in liquidation), without disclosing the actual facts and figures with regard to the outstanding statutory and other dues of the company (in liquidation).
The applicant has only alleged that the secured creditors of the company (in liquidation) being the banks and financial institutions have chosen to remain outside the winding up proceeding. There is no statement in the application about the source of fund of the applicant for payment of the outstanding dues of even the creditors, at whose instance the company (in liquidation) suffered the order of winding up.
The fact that there is total lack of bona fide on the part of the applicant to file the present application and to obtain the said order dated March 22, 2017 is further evident from the fact that even though in Annexure “E” to the application, it held out to pay substantial amounts to each of its creditors, at whose instance the winding-up applications had been admitted, within six months from the date of stay of the winding-up proceeding but admittedly, not a single penny has been paid to any of the creditors in spite of expiry of six months from the date of the order dated March 22, 2017.
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2018 (2) TMI 1503
Insolvency process - delay in getting back the money - sale of the machinery attached by the order of this Court - Held that:- As learned Senior Counsel appearing for the respondent/defendant in the suit that the respondent/defendant has obeyed all the orders of this Court and therefore he cannot be penalized for obeying the orders of this Court. The sum and substance of the contentions of Mr.APS.Ahluwalia, learned Senior Counsel is that having obeyed the orders under the firm belief that it would get back the money spent by it, the respondent cannot be made to wait till the conclusion of the Insolvency Resolution process. All that this Court can do in the present situation is only to sympathize with the 1st respondent/defendant. A bare perusal of the earlier orders passed by this Court would show that the plaintiff in the suit M/s.Falcon Tyres Ltd., is a consistent and willful defaulter. But, in view of Section 14 of the Code, this Court is denuded of the power to proceed against the properties of a consistent defaulter also.
Even proceedings initiated by a secured creditor under the Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest, Act 2002, have been included under Sub Cause (c) of Sub Section (1) of Section 14. Therefore, unable to accept the submission of the learned Senior Counsel Mr.APS.Ahluwalia, that the present proceedings cannot be termed as proceedings within the meaning of Sub Clauses a, b, c and d of Sub Section (1) of Section 14. Mr.APS.Ahluwalia, learned Senior Counsel would also contend that by virtue of the lien created under the Order dated 21.04.2011, the property becomes answerable to the claims of the 1st respondent. Therefore the 1st respondent would be in the position of the secured creditor and hence these proceedings cannot be prohibited by the order of NCLT. A lien created over the property would not divest the ownership of the corporate debtor over the said property. Even claims of secured creditors are barred under Sub Clause (c) of Sub Section (1) of Section 14. Clause (d) of Sub Section (1) of Section 14 includes even proceedings of recovery of any property in possession of a corporate debtor by its owner or lessor. Apart from the wide language of Section 14, Section 238 of the Code gives an overriding effect to the provisions of the Act for any statute or any instrument having the force of the statute. Stay all further proceedings pursuant to the earlier orders in the suit and adjourn the suit till 16th April 2018.
Also all further proceedings for sale of the machinery attached by the order of this Court dated 13.08.2012 will stand stayed, till the expiry of 180 days from 30.08.2017, or till such extended period as may be granted by the Adjudicating Authority, viz. The National Company Law Tribunal, Bengaluru.
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2018 (2) TMI 1502
Winding up petition - whether any bona fide dispute or debate was raised by the appellant - Held that:- We believe that the appellant has been marking time and delaying payment. As per acknowledgment in the statement of accounts dated 8th January, 2014, ₹ 12,00,155/- was due and payable. No payment has been made since then. Interest on the said amount would be due and payable. The reply to the company petition was filed belatedly after 222 days. Costs imposed vide order dated 22nd July, 2016 was not paid for nearly a year, when the impugned order dated 24th May, 2017 was passed. There was also non-compliance of the order dated 22nd July, 2016, as affidavits enclosing therewith relevant information and documents were not filed. Order dated 19th January, 2017 had directed the Managing Director to be present, failing which, the Court would be constrained to take coercive steps. This was also noticed in the impugned order. Admittedly, the Managing Director of the appellant company was not present.
It is stated that Jatinder Singh Bagga and his son Shiv Karan Bagga are Directors of the appellant company and Shiv Karan Bagga has suffered kidney failure. We can understand the difficult and hard times being faced, but we cannot accept repeated and prolonged failure on the part of the appellant company and its Directors to file reply, and then comply with the orders. Court proceedings are not to be taken lightly.
In these circumstances, we are not inclined to issue notice in the present appeal and the same is dismissed. However, the dismissal would not mean that the appellant cannot approach the Company Judge with payment towards principal amount, interest and cost. Of course, compliance by filing affidavit etc. should be also made.
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2018 (2) TMI 1419
Winding up of the Company - Held that:- In the case on hand, the respondent has raised a bonafide disputes as regards to the debt and in facts of the case, the proceedings under Sections 433 and 434 of the Companies Act, 1956 is not an alternative method of recovering debt which is disputed only because the plant of the respondent-Company is closed and therefore, it cannot be said that the respondent-Company has neglected to pay on a statutory demand as decided by this Court in the case of Tata Iron & Steel Company Ltd. (2000 (3) TMI 920 - HIGH COURT OF GUJARAT).
Considering the aforesaid facts of the case and considering the ratio relied upon by the Apex Court as well as this Court, the affidavits and counter affidavits, it appears that the debt is not an admitted debt and bonafide disputes are raised by the respondent-Company and on the basis of the aforesaid, it cannot be said that nonpayment of bonafide disputed debt would amount to neglect to pay so as to make liable under Sections 433 and 434 of the Act and thus, the present case would not fall under the same.
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2018 (2) TMI 1332
Winding up petition - proof of outstanding dues - neglection to pay the balance due - Held that:- A bare reading of the aforesaid Warranty Clause clearly demonstrates that the same was applicable only for any manufacturing defect, bad workmanship or quality for a period of 15 months from the date of supply or 12 months from the date of commission, whichever was earlier. The Warranty Clause does not in any manner cover the short supply. The Warranty Clause would not explain issuance of debit notes dated 31.3.2016 after the supplies were made between August, 2012 and October, 2013. Appellant has failed to place on record or refer to any correspondence after 17.08.2012/31.07.2013 or within 15 months after any alleged short supply. Issue of debit notes was a mere deception and cover up.
Reasonable time is a question of fact, as per Section 63 of the Act, and cannot be as long as claimed by the appellant, and as rightly held by the learned Single Judge. In view of the aforesaid discussion and the fact that the appellant has raised the plea of debit notes after about 2˝ years clearly proves that the debit notes raised are false and sham. Aforesaid defence regarding debit notes has been raised by the appellant in the Court to deny its liability regarding the balance due to the respondent. Hence, we fully agree with the findings of the learned Single Judge that the appellant has neglected to pay the balance due to the respondent without any cogent, substantial or genuine cause. Therefore, it cannot be said that the appellant has the ability to pay but has chosen not to pay or that it has a lesser liability to pay.
As the appellant, at the end, submitted that the appellant is ready to comply with the directions of the learned Single Judge to pay to the respondent company the amount and has already handed over a cheque of ₹ 7,97,182/- to the respondent, in compliance of the order of this Court, as is evident from the order sheet dated 15.9.2017. Hence, the citation may not be published and direction for appointment of the provisional liquidator may be cancelled. The respondent may withdraw the amount as stated hereinabove by the learned counsel for the appellant.
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2018 (2) TMI 1331
Scheme of dissolution - Held that:- There appears to be proper compliance of the provisions of Section 497 of the Act, finds that the prayers sought for in the present report could be granted.
In view of above, the company is ordered to be dissolved in terms of Section 497 of the Act. The Ex-directors of the company are directed to pay ₹ 10,000/- being expenses relating to filing of the present report to the office of the Official Liquidator within a period of three weeks from the date of receipt of intimation from the Official Liquidator for payment of such amount to the office of the Official Liquidator. The Voluntary Liquidator shall preserve the books of accounts of the company for a period of five years from the date of the report.
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2018 (2) TMI 1267
Winding up petition - Held that:- The Court, having heard learned advocate Ms. Chandarana for the appellant and having considered the contents of the report with the documents annexed therewith especially liquidator's Statement of Account for the windup, finds that the prayers made for dissolution of the company could be granted in exercise of powers under Section 497 of Act.
In view of the above M/s. Kelur Investments Private Limited (the Company in voluntary windup) is order to be dissolved under Section 497 of the Act from the date of the report. However, the voluntary liquidators Ms. Gira Sarabhai, Mr. A.R. Mehta and Mr. D.S. Mehta, shall preserve the Books of Account of the company for a period of 5 years from the date of the report. The Directors of the company shall pay office expenses of ₹ 10,000/- to the official liquidator for submitting present report within a period of three weeks from the date of intimation of the present order to them.
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2018 (2) TMI 1193
Dissolution of company - Held that:- As stated in the present report, there are no assets and properties of the company nor any fund is available in the account of the company and, therefore, that the Registrar of the Companies as well as other Government Departments have no objection if the company is allowed to be dissolved.
Court having heard learned advocate for the Official Liquidator and having considered the contents of the present report with the documents annexed with the report and also having considered that there appears to be proper compliance of the provisions of Section 497 of the Act, finds that the prayers sought for in the present report could be granted.
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2018 (2) TMI 1192
Dissolution of company in voluntary winding up seeked - Held that:- As there are no assets and properties nor any fund is available in the account of the company and that the Registrar of the Companies as well as other Government Departments have no objection if the company is allowed to be dissolved.
The Court, having heard learned advocate for the Official Liquidator and having considered the contents of the present report with the documents annexed with the report and also having considered that there appears to be proper compliance of the provisions of Section 497 of the Act, finds that the prayers sought for in the present report could be granted.
Company is ordered to be dissolved in terms of Section 497 of the Act. The Ex-directors of the company are directed to pay ₹ 10,000/- being expenses relating to filing of the present report to the office of the Official Liquidator within a period of three weeks from the date of receipt of intimation from the Official Liquidator for payment of such amount to the office of the Official Liquidator
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2018 (2) TMI 1191
Decree against the Defendants to jointly and severally pay to the Plaintiffs the outstanding principal amount along with interest accrued thereon - whether the present suit filed on 27th October, 2015 is barred by the Law of Limiation? - Held that:- Mentioned paragraph in the e-mail dated 12th April, 2013 (Exhibit-BB-8 at page 374 of the Plaint) constitutes an acknowledgment on the part of Om Sai Motors that they are liable to pay ₹ 5 Crores to Tata Motors/TML. Om Sai Motors, therefore, cannot be now heard to say that the paragraph from the email dated 12th April, 2013 cannot be treated as an acknowledgement by Om Sai Motors and that the suit is barred by the law of limitation.
Charges towards taxes and duties would also include charges towards Form-C under the provisions of the Sales Tax laws. It also cannot be accepted that the Summary Suit is not maintainable because Tata Motors/TML have relied upon a ledger account maintained by Tata Motors/TML. The claims of Tata Motors/TML is based on the invoices raised against Om Sai Motors for vehicles supplied by Tata Motors to Om Sai Motors and for Logistic support provided by TML to Om Sai Motors. The claim, as submitted by Tata Motors/TML is based on a written contract and, therefore, the Summary Suit is maintainable. After accepting all the vehicles from Tata Motors/TML and acknowledging the same on the invoices submitted to them by Tata Motors/TML and also acknowledging their liability to pay the balance dues of ₹ 5 crores, Om Sai Motors have thereafter for the first time by its e-mail dated 13th June, 2013 tried to raise the defence that Tata Motors/TML had handed over the vehicles to Om Sai Motors despite Om Sai Motors not having ordered for the same only because the same were lying in their yard. The defence on the face of it appears to be false and is not bonafide and has no merit.
The present case is covered under clauses (e) and (f) of para 18 of the decision in IDBI Trusteeship Services Ltd. (2016 (11) TMI 1529 - SUPREME COURT) and Tata Motors/TML are entitled to a judgment forthwith. Even otherwise, the learned Advocate appearing for the Defendants has informed the Court that the Defendants are not in a position to even deposit in Court any amount whatsoever.
The above Summons for Judgment is therefore allowed in terms of prayer clause (a) with a modification to the extent that the Plaintiffs shall be entitled to interest on unpaid invoices only from the date of filing of the Suit
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2018 (2) TMI 1190
Winding up petition - Power of Registrar to strike defunct company off register - Held that:- Just because the name of the company is struck off the register under Section 248 of the Companies Act, 2013, that will not come in the way of the Court to pass an order winding up of company.
Therefore, even under the Companies Act, 1956, if the Registrar of Companies was to strike off the name of the company from the register, that would not affect the power of the Court to wind up the company the name of which has been struck off the register.
In the circumstances, there is no bar in winding up the company. It should be noted that the company has not filed any affidavit in reply opposing the petition. Therefore, the averments in the petition are not controverted. Even to the statutory notice, no reply has been filed. It is settled law that where no response to a statutory notice has been made, the court may pass a winding up order on the basis that amount claimed has not been denied by the company and there is a presumption of inability to pay by the company. Where no response has been made to the statutory notice, the respondentcompany runs a risk of winding up petition being allowed. By virtue of Section 434 of the Companies Act 1956 a presumption of the indebtedness can be legitimately drawn by the court where no reply to the statutory notice is forthcoming.
Thus having heard petitioner and having considered the petition alongwith the documents annexed to the petition, it is satisfied that the company is indebted to petitioner, is unable to discharge its debts, is commercially insolvent and requires to be wound up.
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2018 (2) TMI 847
E-auction - non-deposit of the security money and request for “adjustments” - withdrawal of LOIs - Held that:- The impugned letters of the NDMC withdrawing the LoIs is based on justifiable grounds, inter alia: violation of the conditions of the NIT by the Petitioners (such as, non-deposit of the security money and request for “adjustments” not provided for in the NIT, in the case of Honshu), and engaging in business relationships with black-listed companies in violation of the conditions of the NIT.
No reason to interfere with the decisions of the NDMC. The decision to award a public contract is not premised merely on fulfillment of technical qualification and financial viability of the offer of a given bidder; the larger public interest is a necessary condition which invariably informs every decision of the executive authority or agency that is to award the contract. The vital public interest in ensuring that contracts are awarded to genuine bidders, and not to those who devise myriad devices to keep out true competition on one hand, and corner contracts- in this case, in relation to parking lots cannot be undermined. The NDMC thus had a vital interest in ensuring that the group of individuals, who adopted the stratagem of ensuing that they “rotated” the contracts, through different entities, which came to light in the financial linkage between them – as well as controls through the same set of people does not hamper the transparency of the bidding process. This linkage was also evident from other materials such as common email identities of some of the entities; common premises and, in some cases, common directors or individuals controlling the entities.
Further, the cancellation of the letters of intent by NDMC and thereby rejecting the tender bids of the Petitioners cannot be accepted to be arbitrary and malafide as such decision is based on concrete grounds, and opportunity was afforded to the petitioners to negate the same and make their stance when Show Cause Notices to that end were sent to them by the NDMC, as mentioned previously.
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2018 (2) TMI 652
Symbolic possession of the premises by OL - removal of seal and notice pasted on the premises - Held that:- As stated by the Official Liquidator and as submitted by the learned advocate Mr.Acharya for the Official Liquidator, when the company in liquidation does not claim ownership of the premises, the Official Liquidator shall be required to remove the seal and the notice pasted on the premises for taking symbolic possession of the premises. The Official Liquidator is, therefore, directed to remove the seal placed on the lock and notice pasted on the main door of the premises for taking symbolic possession of the premises within a period of ten days from today. On removal of such seal and notice pasted on the premises, the premises shall not be treated to be in custody of this Court.
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2018 (2) TMI 335
Dissolution of the company in liquidation under section 481 - Held that:- There are no assets and properties of the company in liquidation and only ₹ 12,801/- is in the balance of the company’s account, the Official Liquidator shall not be required to do any further act for winding up of the company and therefore the company could be dissolved and the Official Liquidator could be discharged and relieved of his duty to function as liquidator of company in liquidation.
In view of the above, the company-M/s.Geeta Fabrics Ltd. (in Liquidation) is ordered to be dissolved under section 481 of the Act. The Official Liquidator shall stand discharged and relieved as liquidator of the company in liquidation. The ex-directors of the company are directed to give undertaking to the Official Liquidator that if any, liability in future arises in connection with the company in liquidation, they shall be responsible. The Official Liquidator shall call for such undertaking of the ex-directors within a period of 15 days from today
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