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TMI Blog2010 (1) TMI 569X X X X Extracts X X X X X X X X Extracts X X X X ..... Liquidation)'); further to invite claims under rule 147/148 of the Rules of 1959 and furnish to the applicant the details of the such claims; to adjudicate the claims received pursuant of notice issued by the Official Liquidator in accordance with rule 163 of the Rules of 1959 and provided opportunity of hearing to contest the claims; to file a list of Creditors of the Company in Liquidation under rule 174 of the Rules of 1959 and till final decision of this application, stay the Tender Notice dated 26-10-2009 by an interim order or injunction from proceeding to sell the assets and or properties of the Company (in liquidation) including a parcel of land situated near Railway Station, behind Shri Ram Mandir, Podarpuri (Power House Road), Bani Park, Jaipur measuring in an aggregate 56,629 square yards (equivalent to 47,349 square meters) present leased out in favour of Podar Mills Limited under an Indenture of Lease dated 30-12-1964 read with the Supplemental Lease Deed dated 23-8-1968 and a parcel of land situated at near Railway Station, behind Shri Ram Mandir, Podarpuri (Power House Road), Bani Park, Jaipur measuring in an aggregate 89,231 square yards (equivalent to 74/687.09 sq ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rores. 6. At this stage, Mr. Ajay Podar, Ex Director of the Company (in liquidation) intervened expressing his right to revive the company and to pay off all the Creditors of the Company (in liquidation) and bring it out of liquidation. The Official Liquidator did not file details of all the creditors of the Company (in liquidation). The Court vide order dated 17-8-2007 directed the Official Liquidator to provide information about debts and liabilities of the Company (in liquidation). While passing the order, the Court observed that Ajay Podar should disclose his intention for revival of the unit and steps taken and future plan and the Scheme of revival on which he relies. He did not submit any such Scheme. There was inadequate response to the Tender Notice, therefore, the offers were rejected. 7. As per fresh valuation of the property in dispute measuring 29818.77 square meters (free from any encumbrances), reserve price was fixed at Rs. 79 crores which includes the value of existing Building thereon to the extent of Rs. 3.68 crores and the Yarn to the extent of Rs. 7.35 lakhs. Tender Notice was issued on 26-10-2009 fixing the last date of receipt of tenders as 16th November, 20 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... t never raised any objection that either he wants to revive the Company (in liquidation) or to pay the creditors according to the settled list of the Creditors by the Official Liquidator. 11. It is also stated that the winding up proceedings have already been completed and payment to the Secured Creditors and workers to some extent has been made by sale of assets of the Company i.e., plant and machinery. There remains the land of the Company (in liquidation), therefore, at this stage no question arises for revival of the Company. The claims have been satisfied to some extent without payment of interest. The applicant otherwise has not come up with any scheme for revival of the Company (in liquidation) or any future plan for its functioning or steps taken for revival of the unit. It is stated that the present application is not maintainable as far as providing information to the applicant is concerned as he filed an application in the Court wherein the Court passed an order on 17-8-2007 observing that before the information is supplied to him through the Court, he should disclose his intention for revival of the unit submitting the steps taken and future plan and cause of action, a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... es 275 and 276 of the Rules of 1959. Rule 174 is not applicable on the company which stood wound up by this Court. It is further stated that the Official Liquidator has already invited claims and paid dividend which were settled as per the provisions of rules 147, 148, 149, 159, 163, 167, 169, 275 and 276 of the Rules of 1959. It is also submitted that the Official Liquidator has filed prosecution for not filing Statement of Affairs before the Court vide Company Application No. 242/1984 which came to be decided vide order dated 6-9-1991 holding that "sentence the accused to pay Rs. 25 per day from 24-12-1983 up to the date of default continues. In default of payment of fine the accused shall suffer 15 days simple imprisonment." 15. Mr. G.N. Podar, Director of the Company filed D.B. Special Appeal No. 34/1991 against the aforesaid order. The appeal came to be dismissed by the Division Bench vide order dated 6-3-2006 on the ground that the appellant died and no application for substitution of legal heirs was preferred. It is also stated that Company Application No. 15/1989 was filed under section 543(1) of the Act of 1956 against the Ex-Directors of the Company including Shri Ajay P ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he applicant has invested in the Company (in liquidation) as pleaded with regard to 1,63,550 equity shares of the face value of Rs. 10 each. The Official Liquidator has also produced Balance Sheets of the applicant Company which were filed with the Registrar of Companies from the year 2007 to year 2009 wherein no such investment with regard to the shares of the Company (in liquidation) has been shown. This information has been received by the Official Liquidator from Registrar of Companies, Maharashtra where the applicant company is registered. This claim of the applicant appears to be either false or not proved. In the rejoinder, the applicant has submitted the details of the shares. Had the applicant invested in the Company (in liquidation), it should have been reflected in the Balance Sheets of the applicant-Company. It is also not shown that on what date the shares were purchased and invested for becoming the contributory of the Company (in liquidation). 20. It is seen from the record of Petition No. 100/2002 that whenever an effort is made to sell the assets of the Company (in liquidation), such applications came to be filed either by the Ex-Directors or by other persons show ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ) Court will consider the interest of commercial morality and not merely the wishes of the creditors and contributories; (6) Court will refuse an order if there is evidence of misfeasance or of irregularity demanding investigation; (7) a firm had accepted proposal for satisfying all the creditors must be before the Court with material particulars; (8) the jurisdiction for stay can be used only to allow in proper circumstances a resumption of the business of the Company; (9) the Court is to consider whether the proposal for revival of the company is for benefit of the creditor but also whether the stay will be conducive or detrimental to commercial morality and to the interest of the public at large; (10) before making any order Court must see whether the Ex-Directors have complied with their statutory duties as to giving information to the Official Liquidator by furnishing the statement of affairs; (11) and any other relevant fact which the Court thinks fit to be considered for granting or not granting the stay having regard to the peculiar facts of a particular case. As I have already observed that there is no positive or concrete materials which the Court can rely and be satisfi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... y of the Court from the Socio-Economic point of view to eradicate dishonest and corrupt management of the company affairs and to set up a healthy atmosphere in the industry, particularly the Jute Industry which is foreign exchange earner and passing through a boom having very bright prospects in the near future. Therefore, the assets of the company being that of Prem Chand Jute Mills Ltd. Together with any machineries if any has been added by the company in liquidation has to be protected and steps should be taken so that it may be restarted under efficient, honest and bona fide management." 23. Relying upon the judgment of Mahabir Prasad Agarwala's case (supra), the Calcutta High Court in case title Nilkanta Kolay v. Official Liquidator AIR 1996 (Cal.) 171 dismissed the application seeking to stay the winding proceedings. 24. The Company (in liquidation) was ordered to be wound up in the year 1983 and the present application has been filed after a period of about 25 years which itself shows that this application has been filed only to block the sale of the land of the Company(in liquidation). The necessity to sell the land is that the claims of the persons against the Company (i ..... X X X X Extracts X X X X X X X X Extracts X X X X
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