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TMI Blog2018 (7) TMI 461X X X X Extracts X X X X X X X X Extracts X X X X ..... is Court as it is not liable to be transferred to the National Company Law Tribunal (NCLT, for short). 3. The Company was incorporated on 06/10/2006 under the Companies Act, 1956 (the Act of 1956, for short) as a Private Company limited, by shares with the Registrar of Companies. The registered office of the Company is situated at Miramar, Panaji, Goa. 4. The Company has authorised share capital of 10 Lakhs divided into 1 Lakh equitay shares of Rs. 10/- each. However, the paid up capital of the Company is Rs. 1 Lakh only. 5. The Company was established inter alia with the object of carrying on the business of property and real estate developers and to act as contractors and to carry on business as real estate consultants, agents and inve ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Companies Act and the Income Tax Act, irrespective of the differences. It is submitted that the petitioner has suppressed material facts and has come with unclean hands and the petition is, thus, liable to be dismissed. Mr. Eric Sequeira has prayed for a direction to the petitioner to file return as per the Company Law and Income Tax Act through a mutually agreed Chartered Accountant and for a direction to the petitioner to pay all dues, which he is liable to pay to the Company. 8. I have heard Shri Ramani, the learned Counsel for the petitioner. 9. Shri Ramani has referred to a letter dated 18/09/2009 from Mr. Eric Sequeira, which according to the learned Counsel for the petitioner would show that the Company has not carried out any busi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... (a) if the company has, by special resolution, resolved that the company be wound up by the Tribunal; (b) if default is made in delivering the statutory report to the Registrar or in holding the statutory meeting; (c) if the company does not commence its business within a year from its incorporation, or suspends its business for a whole year; (d) if the number of members is reduced, in the case of a public company, below seven, and in the case of a private company, below two; (e) if the company is unable to pay its debts; (f) if the Tribunal is of opinion that it is just and equitable that the company should be wound up." (g) if the company has made a default in filing with the Registrar its balance sheet and profit and loss ac ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ory meetings and to deliver statutory reports, is explicit from the record, including the letter dated 18/09/2009 from Eric Sequeira. As noticed earlier, there were only two shareholders/ directors of the Company namely, the petitioner and Shri Eric Sequeira and on the death of Mr. Secqueira, the number of members is reduced below two. Thus, the Company, which is a private limited Company, is liable to be wound up also under Section 433(d) of the Act of 1956. In the circumstances, the petition is allowed in terms of prayer clauses (a) and (b), which read thus : (a) that the Company viz. Goan Riviera Resorts Pvt. Ltd is may be wound up by this Hon'ble Court under the provisions of the Companies Act, 1956; (b) that the Official Liquidat ..... X X X X Extracts X X X X X X X X Extracts X X X X
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