1998 (3) TMI 577 - HC - Companies Law

Summary

Issues:
1. Petition for winding up of a company under sections 433(e) and (f) of the Companies Act, 1956.
2. Dispute over outstanding debt and interest payment.
3. Jurisdictional issue regarding the filing of the winding-up petition.
4. Argument on limitation for the claim.

Analysis:

1. The petitioner filed a petition under sections 433(e) and (f) of the Companies Act, 1956, seeking the winding up of the respondent company due to its inability to pay debts. The petitioner had a running account with the respondent, and despite repeated requests and a statutory notice, the respondent failed to pay the outstanding amount of Rs. 22,27,502.82 along with interest. The court issued notice to the respondent, who acknowledged the outstanding amount but disputed the liability for interest. The court, after considering the facts, concluded that the respondent was unable to pay its debts, leading to the decision to wind up the company.

2. A significant issue arose regarding the jurisdiction for filing the winding-up petition. The respondent argued that all disputes were subject to the exclusive jurisdiction of the Courts in Bombay as per the agreement between the parties. However, the court held that as per the Companies Act, the jurisdiction for filing a winding-up petition is based on the location of the registered office of the company. Since the company's registered office was in Kanpur, the petition was rightly filed before the High Court of Allahabad, dismissing the jurisdictional objection raised by the respondent.

3. Another contention raised was regarding the limitation for the claim made by the petitioner. The court had previously considered and rejected this argument, stating that the order on this matter had become final and unchallenged. Therefore, the court found no merit in the limitation plea raised by the respondent. Ultimately, based on the facts and circumstances of the case, the court concluded that the respondent company was unable to pay its debts, leading to the decision to wind up the company and appoint the Official Liquidator for the process.

4. The court directed the petitioner to take necessary steps for advertising the winding-up order as per the Companies (Court) Rules 1959. The office was instructed to comply with the relevant rules for the winding-up process. The judgment was delivered on a specified date, finalizing the decision to wind up the company due to its financial insolvency.

Conclusion:
The judgment addressed the issues of outstanding debt, jurisdictional objections, and limitation plea, ultimately leading to the winding up of the respondent company based on its inability to pay debts as per the provisions of the Companies Act, 1956.