Home Case Index All Cases Companies Law Companies Law + HC Companies Law - 2020 (9) TMI HC This
Forgot password New User/ Regiser ⇒ Register to get Live Demo
2020 (9) TMI 266 - HC - Companies LawAdmission of Winding up petition - appointment of the Official Liquidator as a Provisional Liquidator - only ground on which this petition can be dismissed is when the respondent company disputes the debt and such dispute is bona-fide and substantial - the respondent's case is that only 50% of the Bonds were restructured and the remaining 50% remained as Bonds. The Bonds were to be redeemed in December, 2012. Admittedly, to date even the admitted amounts due towards this 50% has not been paid. HELD THAT:- The Bond holder who had initially filed a term sheet agreeing to the restructuring of the FCCB in principle has thereafter on 02.02.2011 expressed in writing their intention not to go ahead with restructuring which was reiterated in August, 2011 and forwarded to the respondent as attachment to Email dated 17.08.2011. The notice for default has been issued after the Bond holders had expressed their intention not to proceed further with the restructuring. The notice was issued on 06.04.2011 and the Statutory notice under Section 434(1)(a) of the Act has been issued on 18.05.2011 and the present petition filed on October, 2011. That apart it is after the issue of the Statutory notice that the respondent send a letter dated 03.08.2011 to all the Bond holders asking them to give their assent for any one of the terms of restructuring. It is therefore clearly evident that till the date of the filing of the winding up petition, the restructuring had not taken place and only the preliminary stage of signing the term sheet had taken place. This was also thereafter, revoked by QVT Bond holder in February, 2011. Therefore, the defense that there is no debt and the liability is bonafide disputed rings hollow and is clearly a defense lacking in substance and a moonshine one. Whether the liability has been admitted? - HELD THAT:- In the 20th Annual Report for the period 2014-2015 in the notes forming part of the financial statement the respondent company has stated that a Restructuring had been entered and in terms there of 50% of the bonds worth 15 Million USD has been redeemed and the balance is to be converted into 1,91,53,012 Equity shares. This statement has been appended when the petitioner has filed the winding up petition in the year 2011 itself denying any restructuring argument. The respondent had admitted the liability even in the Balance Sheet for the year 2010-2011 though they would state that the restructuring argument had been entered in June 2009 - Considering the financial position of the respondent Company which has declared a loss for the period ended 31.03.2019 the apprehension appears to be well founded. In View of the fact that the dispute put forward by the respondent lacks substance and is contrary to the documents produced and since the liability has been admitted in the Balance Sheet for the year ending 31.03.2011 which is just a few months prior to the filing of the winding up petition and in the light of the Judgments referred herein above, the winding up petition is admitted - The respondent Company is restrained from transferring, alienating encumbering or dealing with its immovable assets. Citation is directed to publish in the Times of India and the Daily Thanthi for 22.06.2020 - Post the matter for further hearing on 09.07.2020.
|