2012 (9) TMI 277 - HC - Companies Law

Winding up petition u/s 433(e) and (f) r.w.s. 434 of the Companies Act, 1956 acceptance of liability by respondent company, however payment not made Held that - Since now parties have resolved the dispute amongst themselves and the respondent has paid to the petitioner firm the said amount in full and final satisfaction of its claim, hence, petition does not survive for consideration. It is dismissed as withdrawn.

Summary

Issues:
1. Action for winding up under Sections 433(e) and (f) read with Section 434 of the Companies Act, 1956.
2. Dispute over payment for project works.
3. Legal notice for outstanding payment.
4. Settlement between parties leading to withdrawal of the petition.

Analysis:
1. The petitioner, a partnership concern, initiated action for winding up of the respondent company under Sections 433(e) and (f) read with Section 434 of the Companies Act, 1956. The petitioner had responded to a tender floated by the respondent company for the establishment of a hospital and had commenced various project works, including electrical contracts. Despite submitting bills for Rs. 78,81,725.13, only a partial payment of Rs. 73,04,532/- was made, leaving a balance of Rs. 5,77,193.13. After issuing a legal notice, the respondent company accepted the liability to pay the outstanding amount but failed to do so, leading to the petitioner seeking winding up of the company.

2. The petitioner firm had diligently fulfilled most of the work under the contract and submitted bills for certification. Despite several correspondences and a legal notice, the respondent company did not clear the outstanding dues. The petitioner relied on certification by consultants and the response from the respondent company to support the claim for winding up.

3. Following the legal notice and subsequent responses, the respondent company entered appearance and sought time to settle the outstanding payment. Eventually, a settlement was reached between the parties, with the respondent paying Rs. 6,50,000/- to the petitioner firm through a Demand Draft. This payment was accepted by the petitioner as full and final satisfaction of its claim, leading to the dismissal of the petition as withdrawn due to the settlement between the parties.

4. The settlement between the parties, resulting in the payment and acceptance of the outstanding amount, rendered the petition for winding up unnecessary, leading to its dismissal. The resolution of the dispute through the payment made by the respondent company brought an end to the legal proceedings initiated by the petitioner, highlighting the importance of amicable settlements in resolving commercial disputes without the need for formal legal actions like winding up petitions.