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TMI Blog2022 (12) TMI 1247X X X X Extracts X X X X X X X X Extracts X X X X ..... te from the Common Pool Account maintained by the Office of the Official Liquidator. The report is allowed. - R/OFFICIAL LIQUDATOR REPORT NO. 80 of 2022 In R/COMPANY APPLICATION NO. 42 of 2004 - - - Dated:- 2-12-2022 - HONOURABLE MR. JUSTICE BHARGAV D. KARIA MR DHAWAN M JAYSWAL(5878) for the Applicant(s) No. 1 for the Respondent(s) No. 1 ORDER 1) Heard learned advocate Mr. Dhawan Jayswal for the applicant. 2) By this report under Section 481 of the Companies Act, 1956 (For short the Act ) the Official Liquidator has prayed for dissolution of the company, namely, M/s. Arya Silk Mills Pvt Ltd. (In Liquidation). 3) It is stated in the report that M/s. Arya Silk Mills Pvt Ltd., which was earlier in Members voluntary winding up, has been subsequently ordered to be compulsorily wound up by an order dated 07.05.2004 passed by this Court in Company Application No. 42 of 2004 and the Official Liquidator attached to this Court has been appointed as the Liquidator of the aforesaid company (In Liquidation) and also appointed Shri Ravindra N. Vepari, Chartered Accountants, based at Surat, to assist the Official Liquidator in examining and verifying the Books of A ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... t office. However, the representatives of the Official Liquidator applied two new locks on the shutter of the office and sealed all the four locks and took over constructive possession of the said premises on 28.05.2004. 7) It is further stated in the report that on receipt of the Official Liquidator s notice dated 24.05.2004, the Voluntary Liquidator and other ex-directors of the company, jointly vide their letter dated 27.05.2004, have informed the Official Liquidator that the premises at 228, Trade Centre, Ring Road, Surat is owned by late Shri Surendra Kumar Agrawal, the brother of Shri Shailendra K. Agrawal and on his demise, the premises is owned by his legal representative being his wife and son. The said letter dated 27.05.2004 also states that the said premises was never and is not property of the company. The letter further states that the premises is given as a collateral security to The Financial Co-Operative Bank Ltd. for some loan taken by his family members and the property is currently in possession of the bank. 8) It is stated in the report that the Financial Co-Operative Bank Ltd. vide its letter dated 23.06.2004 has also informed the Official Liquidator tha ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tle, interest, or actionable claim in the said property and no other movable item belonging to the company was found there. 11) It is further stated in the report that before the representative of the Official Liquidator reached at mill premises of the company at 435, GIDC, Sachin at Surat, they were informed over phone by the Dy. Official Liquidator on 28.05.2004 that the Order/ Notice dated 24.05.2004 of the Official Liquidator has been stayed by this Court and therefore, possession of the factory is not to be taken. They were informed by the Dy. Official Liquidator about the inventory of all the assets to be prepared. The representative of the Official Liquidator reached at the factory site on 28.05.2004 at about 3:00 P.M. and found that there was a signboard of Kirtida Silk Mills, no exdirector of the company or the Voluntary Liquidator was present. Shri Rajendra Kumar Bansal who introduced himself as director of Rameshwar Textile Mill Pvt. Ltd (Prop. Of Kirtida Silk Mills) was found in effective control of the unit which was found to be a working unit on that day. Shri Rajesh Kumar Bansal was already aware of the orders dated 28.05.2004 passed in Company Application No. 173 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... quidator and despite putting efforts by the Official Liquidator in this regard. It is therfore, submitted in the report that this Court may summon Shri Shailendra K. Agrawal residing at 4, Swami Nagar, Piplod, Surat, the ex-director and earlier Voluntary Liquidator of the company, to appear before this Court in person and direct him under Section 468 of the Companies Act, 1956 to deliver to the Official Liquidator all the Books of Accounts, Statutory Registers, Minutes Books, Vouchers Resolutions and all other records of the Company, forthwith. 14) It is further stated in the report that the Official Liquidator has been served with a copy of Company Application No. 153 of 2007 seeking directions of this Court on the Official Liquidator to remove the seal applied on the shop bearing No. 228, Trade Centre, situated on the land bearing Nondh No. 2024 /2 and 2024/5 of Umarwada, City Surat. As per order dated 27.08.2009 passed by this Court in Company Application No. 153 of 2007, the Official Liquidator is directed to remove the seal of the premises situated at 228, Trade Centre, Ring Road, Surat, after drawing the panchnama and inventory once again in presence of the officers of the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 0/- after deducting an amount of Rs. 1,20,000/- out of the total amount of Rs. 13,50,000/. 17) It is further stated in the report that the Company has been dissolved as per the provisions of Section 481 of the Companies Act, 1956, and this Court may at any time within two years of the date of dissolution, on application by the liquidator of the Company or by any other person who appears to the Court to be interested, make a request for an order, upon such terms as this Court thinks fit, declaring the dissolution to have been void in terms of the provisions of section 559 of the Companies Act, 1956 and thereupon such proceedings may be taken as might have been taken if the Company had not been dissolved. The Official Liquidator craves leave of this Court to file an application before this Court, if required, in the interest of justice as well as in the interest of shareholders of Company in Liquidation. 18) The Official Liquidator has further stated in its report that no information/details are available with the Official Liquidator except as provided in the preceding paragraphs. Therefore, in the absence of relevant information/records, liquidation proceedings cannot be proce ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... affairs of a company have been completely wound up or when the Court is of the opinion that the Liquidator cannot proceed with the winding up of a company for want of funds and assets or for any other reason whatsoever and it is just and reasonable in the circumstances of the case that an order of dissolution of the company should be made, the Court shall make an order that the company be dissolved from the date of the order and the company shall be dissolved accordingly. 25) The Official Liquidator, relying upon the auditor's certificate dated 22.02.2022 submitted that no balance is available in the Bank Account of the Company. Moreover, no assets of the Company in liquidation are available. In light of the aforesaid facts, it was submitted that the report may be accepted and appropriate order of dissolution of the Company in liquidation may be passed as prayed for. 26) Having heard the learned advocate for the Official Liquidator and on perusal of the record of this report and in facts of this case and considering the ratio laid down by the Apex Court in the case of Meghal Homes Pvt. Ltd.(supra), the report deserves to be accepted. The Company, named, M/s. Arya Silk Mi ..... X X X X Extracts X X X X X X X X Extracts X X X X
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