TMI Blog2018 (8) TMI 1536X X X X Extracts X X X X X X X X Extracts X X X X ..... ion deserves to be Allowed. Although, U/s. 275 of the Companies Act, 2013 provides that for Winding-up of a Company by the Tribunal, at the time of passing of the Order of Winding-up; the Tribunal shall appoint an Official Liquidator. It has also been inserted in the S. 275(2) the Tribunal can also appoint Insolvency Professional registered under the Insolvency and Bankruptcy Code, 2016. However, U/s. 275(5) a jurisdiction is prescribed that the terms and conditions of appointment of the Provisional Liquidator or Company Liquidator or the fees payable to him shall be fixed on the basis of the task required to perform. Exercising the discretion, we are of the view that it is a fit case that no terms be pronounced for the appointment of Pr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... n is filed by one Mr. Sumit Gupta (hereinafter as Petitioner) claiming the Winding-up of the Company namely M/s. MOD Serap Industries Private Limited (hereinafter as Respondent Company), on the just and equitable ground as per S. 271(e) of the Companies Act, 2013 (hereinafter as Act). 2. The Petitioner is a R/o. 14, Sainik Farm, C-3 Lane, New Delhi - 110062. Further, the Petitioner is the Shareholder and Director of the Respondent. 3. The Respondent Company is the Company incorporated under the Companies Act, 1956 being as a Private Limited Company on 18.12.2009 with the Registrar of Companies, NCT of Delhi Haryana (hereinafter as RoC) and having CIN : UZ9220DL2009PTC1971539. The Registered Office is situated at AB - 16, Safdarj ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... has received a Show Cause Notice from the RoC dated 10.06.2015 for non-filing of the required documents with the RoC; including the Annual Return Forms. 11. Since, the Petitioner is the Director of the Respondent Company hence tried to comply with the notice received and in turn sent the notices dated 07.04.2016 to other members of the Respondent Company for holding the AGMs. Because of non-cooperation by the other Members the AGMs could not be convened. 12. Consequently, the RoC had initiated the prosecution proceedings for non-filing of Annual Returns and Balance Sheets in Tis Hazari Court, New Delhi on 09.05.2016. 13. The Petitioner with an intent to comply with the Statutory Requirements has made one more attempt to call and ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... visions but as there was no co-operation from the other side, the Petitioner failed to do so till date, inspite of number of efforts made from his side. 20. That, since the Statutory Authorities are taking Actions against the Respondent Company and the Directors, therefore the Petitioner, with no other option left, has preferred this Petition praying for the Winding-up of the Respondent Company. 21. Further that, the RoC had issued a Notice in March 2017 for Strike-off of the name of Respondent Company from the Register maintain by it however, the name had not been Strike-off. 22. Further that, since, the CLB in its Final Order had remarked as there is nothing left in the company and also the other group of Director is negligent ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e records it has come to notice that the Respondent Company had sold all its assets and paid off the Creditors and consequently nothing had left in the Company. 28. Further that, it has come to our knowledge that the Respondent Company does not have its Accounts ready neither they are filed with the RoC since incorporation. This factual position transpires that, the Respondent Company is not carrying-on business. We have also found that the Respondent Company does not have any liabilities upon it, neither any charge is registered with the RoC over the Respondent Company. 29. That, we have also perused the provisions of S. 248 (1) (a) of the Act and found that when the Company fails to commence its business within one year of incorpora ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ointment of Provisional/Official Liquidator. 32. Further, in this case there is no specific task to be performed by the Liquidator because the record of the case as well as the Order of CLB have specifically declared that no Assets or Liabilities are available with the Company which can thus be liquidated easily. Therefore, on just and equitable ground it is also purposeful not to appoint any liquidator. Instead the Petitioner shall furnish the relevant data before the RoC and the RoC shall examine the latest position of the Company. If in the Balance Sheet some changes are recorded, he shall intimate this Bench for requisite directions within 30 Days on receipt of this Order, otherwise the RoC shall dissolve the Respondent Company by Wi ..... X X X X Extracts X X X X X X X X Extracts X X X X
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