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TMI Blog2021 (12) TMI 1270X X X X Extracts X X X X X X X X Extracts X X X X ..... 10 (Rupees Ten each) and the total Paid-Up Share Capital is Rs. 5,90,000.00 (Rupees Five Lakhs and Ninety Thousand only) consisting of 59,000 Equity Shares of Rs. 10 (Rupees Ten each). 3. The Registered office of the Company is situated at 2nd Floor, Shine Towers, Arya Chowk, S.J Road, Rehabari, Guwahati-781008 and the Correspondence address of the Company is at present liquidator's office i.e. 405, 4th Floor, K C Choudhury Road, Ram Prasad Complex, Chatribari, Guwahati-781001 for all future Communication. 4. The application has been filed by Mr. Amit Pareek, Liquidator having IBBI registered number IBBI/IPA-002/IP-N00413/2017-2018/11205 on behalf of the Applicant Company i.e. Guwahati Real Estate Limited (GREL). His e-mail address is [email protected] and Mobile No. +91 98640 31935 and +91 70025 02711. 5. It is submitted by the Applicant that Guwahati Real Estate Limited was incorporated on 29th November, 2005 under the provisions of the Companies Act, 1956. The Company was originally incorporated as "Gauhati Stock Exchange Ltd" as a public company limited by shares. 6. Subsequently, The Security Exchange Board of India issued a Circular (CIR/MRD/DSA/14/2012) on 30th May ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... , factories, mill houses, cottages, shops, depots, warehouse, machinery, plant stock in trade, mineral rights, concessions, privilege, licenses, easement, or interest in or with respect to any property or interest in or with respect to any property whatsoever for the purpose of the company in consideration for a gross sum or rent or partly in one way and partly in the other or for any other consideration and to carry on business as proprietors of flats and buildings and to let on lease or otherwise apartments therein and to provide for conveniences commonly provided in flats, suits and residential and business quarters. Copy of the Memorandum of Association, Article of Association of the Company and Certificate issued by MCA dated 26.05.2015 for confirmation of alteration of object clause have been annexed. 11. It is further submitted that there has been no significant business operations in the Company for last few years and there is no plan to carry on operations due to non-availability of business prospects and long term financial resources and was not financially viable to carry its business activity. Thus the Board of Directors of the Company considered the matter and decided ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d that pursuant to the provisions of Section 59 (3)(c)(i) of IB Code, 2016 read with VLP Regulations, 2017, members of the Company have approved and passed special resolution at their duly held Extra Ordinary General Meeting ("EOGM") held on 14th February, 2019 to voluntary liquidate the Company and appointed Mr. Om Prakash Rathi, Insolvency Professional (IBBI Reg. No. IBBI/IPA-002/IP-N00366/2017-18/11034) as liquidator of the Company. There were no creditors in the company, hence the requirement of the Special Resolution being approved by creditors having 2/3rd value of shares as required under proviso to sub-section (3) of Section 59 does not arise. Copy of Special Resolution has been annexed. 16. That upon confirmation of the appointment of Mr. Om Prakash Rathi as liquidator and in compliance to the provisions of Regulation 14 of the VLP Regulations, 2017 the liquidator made public announcement in Form A of Schedule I in "Amar Asom" (Assamese) and "The Sentinel" (English) having wider circulation on 16th February, 2019 inviting claims due to Corporate Person on or before 16th March, 2019. The copy of aforesaid public announcement was also submitted to Insolvency and Bankruptcy ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... SRN: H80087166 dated 31.07.2019 informing about the replacement of liquidator. Copy of special resolution along with E-Form MGT-14 with challan has been annexed. 22. It is submitted that Mr. Om Prakash Rathi, earlier liquidator was suffering from disease and having treatment at out station and after his resignation, he passed away on 22.09.2019 without handling over all the documents to the newly appointed liquidator Mr. Amit Pareek. This cause delay in the whole liquidation process. 23. The new Liquidator, Mr. Amit Pareek took hold of the charge and continued the process further. The Liquidator issued letters dated 06.08.2019 and 30.08.2019 to Registrar of Companies, Guwahati (ROC) for change in the status of company from Active to "Under Voluntary Liquidation". Pursuant to Regulation 37(2) of the Insolvency and Bankruptcy Board of India (Voluntary Liquidation) Regulations, 2017, 1st meeting of Contributories was held on Monday on 24th February 2020 at 11:00 AM at the registered office of the company at 2nd Floor, Shine Towers, Arya Chowk, S.J Road, Rehabari Guwahati Assam-781008. 24. It is submitted that the Liquidator has made a public advertisement for the sale of unquoted ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on The liquidator has filed e-Form MGT-14 with Registrar of Companies for the approval of Final Report by Contributories vide SRN T08306730 dated 11.03.2021. Copy of the minutes of the Contributories and MCA- Challan of MGT-14 have been annexed. 29. It is also submitted that as per regulation 38(2) of the Insolvency and Bankruptcy Board of India (Voluntary Liquidation) Regulations, 2017, the Liquidator has submitted the Final Report along with FORM-G, to Insolvency and Bankruptcy Board of India through e-mail dated 09.03.2021 and through registered post (Consignment No. ES877287032IN) dated 12.03.2021 stating that the liquidation process has been conducted, investment in the shares of ICE private limited disposed of/distributed and unclaimed shareholders share has been transferred to IBBI-Corporate Voluntary Liquidation Account. It also stated that all the debts of the Company have been discharged to the satisfaction of the creditors and no litigation is pending against the Corporate Person. The said Final report also filed with Registrar of Companies in e-FORM GNL-2 vide SRN T08626772 dated 13/03/2021. Copy of Final Report along with copy of e-mail and postal track record and e- ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... orized share capital is Rs. 10 lakhs and paid up capital is Rs. 5,90,000.00. 34.3 This application has been filed for dissolution of the company (in Voluntary liquidation). As per the available records of the office O/o the Director General of Corporate Affairs, New Delhi on 30.10.2019 forwarded a letter of SEBI along with a complaint of Shri. Santanu Borthakur, Guwahati against the company. Since the company is under liquidation and the Liquidator has been appointed to look into the affairs of the Company, ROC Guwahati office has forwarded the complaint to the Liquidator. 34.4 The Liquidator has informed that the Complainant has failed to submit his claim against the company in due time. The Liquidator's reply forwarded to the office of the Director General of Corporate Affairs, New Delhi and finally this office has closed the said complaint. Apart from this, no other complaint has been received to the office. 34.5 As per Form G submitted along with the dissolution application, the Liquidator of the subject company has opened Corporate Liquidation Account in PNB, Guwahati and transferred the fund of Rs. 9,09,596.00 (Rupees Nine Lakhs Nine Thousand Five Hundred Ninety Six Onl ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... hus, it appointed Mr. Om Prakash Rathi, the Insolvency Professional as Liquidator and after his demise, through Special Resolution passed in its Extra-Ordinary General Meeting on 26.07.2019, appointed Mr. Amit Pareek, the Insolvency Professional as Liquidator. 36.2 The Liquidator has filed copies of paper publication and also copy of public announcements. The Liquidator has duly complied with by taking necessary steps of liquidation process. 36.3 The liquidator has submitted the Final Report along with FORM-G, to Insolvency and Bankruptcy Board of India through e-mail dated 09.03.2021 and through registered post, dated 12.03.2021 stating that the liquidation process has been conducted, investment in the shares of ICE private limited disposed of/distributed and unclaimed shareholders share has been transferred to IBBI-Corporate Voluntary Liquidation Account. It also stated that all the debts of the Company have been discharged to the satisfaction of the creditors and no litigation is pending against the Corporate Person. The said Final report also filed with Registrar of Companies in e-FORM GNL-2 vide SRN T08626772 dated 13.03.2021. 36.4 The Liquidator has transferred the shar ..... X X X X Extracts X X X X X X X X Extracts X X X X
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