9911796707
TMI Blog2000 (8) TMI 1034X X X X Extracts X X X X X X X X Extracts X X X X ..... Ltd. having its registered office at Kaloki, Anupshahr Road, Bulandshahr by one Jitendra Kumar, Proprietor of a firm Ultimate Advertising Marketing, New Delhi. The company was ordered to be wound up by the court s order dated 8-8-1989. Formerly, Hira Industries was a partnership firm and Hira Floon Ltd. (In Liquidation) was incorporated on 2-1-1986, taking the running partnership firm along with all its assets, liabilities and goodwill as agreed upon between the partners of the said firm and Directors of the newly formed company. The U.P.F.C.-respondent No. 1 had allegedly advanced a loan to the partnership firm abovenamed. It took over possession of the company on 3-4-1989 and sold the assets of the company to respondent No. 2 for Rs. 4 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ners of the firm, Raghunath Prasad Singhal. Subsequently, the partners of the firm decided to change the constitution of the firm and converted it into a public Ltd. Company. The U.P.F.C. granted permission to this change subject to completion of the requisite legal formalities. But the immovable assets of the firm were never transferred to the company. The U.P.F.C. took possession of the mortgaged property in pursuance of section 29 of the State Financial Corpo- ration Act and sold the same on 28-3-1989 in favour of Mohd. Rais to whom the possession of these assets was handed over on 14-5-1990. The property sold to the said purchaser never belonged to the company (In Liquidation). The U.P.F.C. being a secured creditor could proceed under s ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... y company is being wound up by or subject to the supervision of the court, any attachment, distress or execution put in force, without leave of the court, against the estate or effects of the company, after the commencement of the winding up or any sale held, without leave of the court, of any of the properties or effects of the company after such commencement shall be void. The submission of the Official Liquidator is that the company in question (In Liquidation) had been formed to take over the running partnership business of the firm-Hira Industries along with all its assets and liabilities. As such, the property wheragainst the U.P.F.C. proceeded, purportedly under section 29 of the State Financial Corporation Act, had vested in the com ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... partnership firm. The law provides that the liability of the partner of a partnership firm is joint and several. To say in simple words, the partner of a firm is liable personally also in respect of liability of the partnership firm and his personal property can be proceeded against by the creditor. Therefore, the U.P.F.C. which had advanced the loan to the firm on the basis of simple mortgage of certain property belonging to one of the partners, namely, Raghunath Prasad Singhal, had every right to proceed against that property as per section 29 of the State Financial Corporation Act. 8. Unilateral act of the partners of the firm by converting the firm to the public Ltd. Company and professing to transfer all the liabilities and assets ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... property must be shown as vesting in the company. Unless it is shown that the company was the owner of the property, the sale cannot be declared to be void. On an analytic scrutiny of the present controversy in an adjudicatory manner, this Court finds that the property whereagainst the respondent No. 1-U.P.F.C. proceeded under section 29 of the State Financial Corporation Act and sold the same had not been transferred to the company (In Liquidation) and was not, therefore, owned by it. Resultantly, the official liquidator cannot lay any claim thereagainst. The application made by the official liquidator is liable to be dismissed. 10. In view of the above discussion, application made by the official liquidator is found to be devoid of m ..... X X X X Extracts X X X X X X X X Extracts X X X X
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