2022 (8) TMI 548 - Tri - Insolvency and Bankruptcy

Seeking dissolution of Company - section 59 of the Insolvency and Bankruptcy Code, 2016 (Code) read with Insolvency and Bankruptcy Board of India (Voluntary Liquidation Process) Regulations, 2017 - HELD THAT - Despite service of the notice ROC has neither filed its report nor raised any objections to the present application u/s. 59 of Insolvency Bankruptcy Code, 2016. There is no legal impediment in allowing the prayer of the applicant. Accordingly, the Prayer of Liquidator to dissolve the Company U/S. 59 of IBC is allowed and the said company is hereby dissolved with effect from the date of the present order - Application disposed off.

Summary

Issues:
Application for dissolution of a company under section 59 of the Insolvency and Bankruptcy Code, 2016.

Analysis:
The application filed by the Liquidator sought the dissolution of the company under section 59 of the Insolvency and Bankruptcy Code, 2016, in accordance with the Insolvency and Bankruptcy Board of India (Voluntary Liquidation Process) Regulations, 2017. The company in question was incorporated under the Companies Act, 2013, with a specific business objective. The Directors of the company, after considering the lack of business prospects and financial resources, decided to voluntarily liquidate the company. They made a declaration of solvency, filed necessary documents with the Registrar of Companies, and obtained approval for voluntary liquidation.

The Directors and Members of the Company, in an Extraordinary General Meeting, approved the voluntary liquidation and appointed the Liquidator. The Liquidator fulfilled all regulatory requirements, including notifying the authorities, making public announcements, opening a bank account for liquidation proceeds, and submitting reports to the relevant authorities. The Liquidator also informed the Income Tax authorities and obtained a No Objection Certificate. After realizing funds, the Liquidator distributed the proceeds among equity shareholders, obtained a certificate from the Statutory Auditor, and closed the bank account used in the liquidation process.

Despite the Registrar of Companies not filing a report or raising objections, the Tribunal found that all necessary steps had been taken for the voluntary liquidation. As a result, the Tribunal allowed the Liquidator's prayer for dissolution of the company under section 59 of the IBC. The company was dissolved with immediate effect, and the Liquidator was directed to preserve relevant documents for a specified period. A copy of the order was to be filed with the ROC within the statutory period, and the file was to be consigned to the Record Room.