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Issues Involved:
The issues involved in this case are the compliance with the provisions of section 434(1)(a) of the Companies Act, 1956 regarding the service of demand notice at the registered office of the company. Compliance with Section 434(1)(a): The petitioners filed a petition for winding up of the company under sections 433, 434, and 439 of the Companies Act, 1956. The crucial requirement for the success of the petition is the compliance with section 434(1)(a) which necessitates serving a demand notice at the company's registered office. In this case, the petitioners sent the notice by registered post to the registered office, but it was returned undelivered. Subsequently, the notice was sent to a different address. However, the court held that the demand must be delivered at the registered office as specified in the Act. The absence of a functioning office at the registered address does not exempt the requirement of delivery at the registered office. Waiver of Compliance: The petitioners argued that the company could waive the requirement of serving the demand at the registered office. They cited an analogy with another provision but the court clarified that the basis of the petition lies in the compliance with section 434(1)(a) and there is no provision for waiver in this context. The court emphasized that the demand must be served at the registered office as mandated by the Act, regardless of the company's correspondence address. Existence of Registered Office: The petitioners contended that since the company did not have a functioning office at the registered address, it implied that the company did not have a registered office there. They referred to a historical case to support their argument. However, the court distinguished the current situation where the premises of the registered office existed, and delivery could have been made as required by the Act. The court highlighted that the Act specifies delivery "at" the registered office, not "to," and the petitioners could have fulfilled this requirement. Dismissal of the Petition: Ultimately, the court dismissed the petition as the demand notice was not delivered at the company's registered office as mandated by section 434(1)(a) of the Companies Act, 1956. The court emphasized the importance of strict compliance with statutory provisions in such matters. Conclusion: The court's decision underscores the significance of adhering to the statutory requirements for serving demand notices at a company's registered office as specified in the Companies Act, 1956. Failure to comply with such provisions can lead to the dismissal of petitions seeking winding up of companies.
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