2018 (4) TMI 163 - HC - Companies Law

Winding up petition - proof of debt as due under section 433(e) of the Companies Act - winding up petition has been filed as pending claim for a sum of ₹ 1,10,467/- and the second is the outstanding C-Forms for the year 2011-12 - Held that - Despite several orders of this court the respondent has failed to supply the said C-Forms. Alongwith CA 1840/2013 the respondent had also placed on record photocopies of C-Forms. Despite this, the original C-Forms have not been handed over to the petitioner. Consequent liability would obviously will fall on the respondent. The respondents have disputed the liability saying that some of the goods were not delivered as noted in one of the delivery challans. It has also been pleaded that the rates have never been finalised as is sought to be claimed in the invoices. On the face of the facts on record, it is not possible to conclude that any debt is due to the petitioner. In my opinion the debt is bona fidely disputed by the respondent. It is settled legal position there where is a genuine dispute on the debt claimed no winding up petition would lie. A Company Court retains discretion and is not expected to hold a full trial of the matter. In the facts of this case in my opinion the present winding up petition for the claim of ₹ 1,10,0000 would not lie. Direct that on the petitioner filing an affidavit stating that on account of the assessment by the statutory authorities, a liability of Rs, 1,08,000/- has been imposed on the petitioner due to non receipt of C-form which the respondent was to supply, the sum of ₹ 1,10,000/- deposited in court by the Respondent be released alongwith accumulated interest to the petitioner which will be in full and final settlement of the dues claimed on account of non-receipt of the C-Forms

Summary

Issues:
1. Winding up petition under section 433(e) and 434(1)(a) & (c) of The Companies Act, 1956.
2. Dispute over payment of invoices and non-supply of C-Forms by the respondent company.

Issue 1: Winding up petition under section 433(e) and 434(1)(a) & (c) of The Companies Act, 1956:

The petitioner filed a winding-up petition seeking payment of outstanding invoices totaling ?3,10,467 and non-supply of C-Forms by the respondent company. The petitioner claimed that despite some payments made by the respondent, a balance of ?1,10,467 remained unpaid along with a tax and interest liability of ?1,08,000 due to non-supply of C-Forms for the year 2012-13. The respondent disputed the claims, citing manufacturing defects in goods supplied, price disputes, and non-finalization of rates. The court emphasized that a winding-up petition is not appropriate when there is a substantial dispute over the debt claimed. It referred to previous judgments stating that a creditor cannot use a winding-up petition to force payment of a disputed debt. The court highlighted that the Company Court should not adjudicate on disputed debts that should be resolved through civil suits.

Issue 2: Dispute over payment of invoices and non-supply of C-Forms:

The court noted that the respondent admitted the liability for the C-Forms in their reply but failed to deliver them despite court orders. The petitioner incurring a tax liability of ?1,08,000 due to non-receipt of C-Forms further supported the claim. The court held the respondent liable for this amount. Regarding the payment dispute of ?1,10,467, the respondent made a deposit of ?1,10,000 without prejudice. The court found a bona fide dispute raised by the respondent, citing discrepancies in goods delivery and price finalization. Despite the petitioner's evidence of invoices, purchase orders, and delivery acknowledgments, the court concluded that the debt was genuinely disputed. Therefore, the winding-up petition for this amount was dismissed. The court directed the release of the deposited amount to the petitioner in settlement of the C-Forms issue, allowing the petitioner to pursue further claims in a civil court if necessary.

In conclusion, the court dismissed the winding-up petition for the disputed payment of ?1,10,467, emphasizing the genuine dispute raised by the respondent. However, it held the respondent liable for the tax liability of ?1,08,000 due to non-supply of C-Forms, directing the release of the deposited amount to the petitioner. The judgment highlighted the importance of resolving genuine disputes through appropriate legal channels rather than using winding-up petitions as a means of debt recovery.