2018 (8) TMI 1308 - HC - Companies Law

Liquidation of company - Held that - This Court is satisfied with the compliance of the statutory provisions more specifically Section 497 of the Act. Even the clearance certificate from the Income Tax Department stands issued. Quite apparently, there is no pending demand of any nature against the said Company. As such, there is no impediment in accepting the request made by the Official Liquidator for it can be said that it is just and expedient that the affairs of M/s Hamirpur Hire Purchase Private Limited, have not been conducted in a manner prejudicial to its members or the public and as such can be dissolved. Accordingly, the Company shall stand dissolved with effect from the date of submission of report which is dated 31.3.2016 which came to be filed on 11.4.2016

Summary

Issues involved:
1. Voluntary liquidation of M/s Hamirpur Hire Purchase Private Limited under the Companies Act, 1956.
2. Compliance with statutory provisions and clearance certificate from the Income Tax Department.
3. Approval for dissolution of the company by the High Court.

Analysis:

1. The judgment pertains to the voluntary liquidation of M/s Hamirpur Hire Purchase Private Limited under the Companies Act, 1956. The company was incorporated on 14/10/1991 with an authorized share capital of &8377; 25,00,000 divided into 25,000 equity shares of &8377; 100 each. Shri Kashmir Singh Thakur was appointed as the Voluntary Liquidator based on a resolution passed at an extraordinary General Meeting held on 04.04.2001. The Official Liquidator submitted a report detailing the final settlement of accounts and the winding-up process, indicating no pending realization or payables by the company.

2. The Official Liquidator confirmed the submission of necessary documents for examination, including resolutions, shareholder details, financial statements, and declarations of solvency. It was noted that the company had obtained a certificate from the Income Tax Department and had no pending litigation in any court, domestically or internationally. The Official Liquidator, also the Registrar of Companies, expressed no objection to the winding-up of the company, stating that the affairs were not conducted prejudicially to the members or the public interest.

3. The High Court, after reviewing the compliance with statutory provisions, including Section 497 of the Companies Act, and the clearance certificate from the Income Tax Department, found no impediment in accepting the request for dissolution. The Court was satisfied that the company's affairs were not conducted in a prejudicial manner and ordered the dissolution of M/s Hamirpur Hire Purchase Private Limited, effective from the date of the report submission. The petition was disposed of accordingly, with all pending applications addressed.

This detailed analysis of the judgment highlights the key legal aspects and procedural steps involved in the voluntary liquidation and dissolution of the company, emphasizing compliance with statutory requirements and the Court's satisfaction with the process.