IN THE HIGH COURT OF DELHI AT NEW DELHI
Judgment reserved on : 08.05.2017
Judgment pronounced on: 29.05.2017
CO.PET. 35/2017
DIVINE TIGER RESORTS & HOTELS PRIVATE LIMITED (IN
VOL. LIQN.)
Through: Mr. Mayank Goel and Mr.
Monamshel Maring, Advocates for the
Official Liquidator.
CORAM:
HON'BLE MR. JUSTICE SIDDHARTH MRIDUL
JUDGMENT
SIDDHARTH MRIDUL, J.
1. The present is a petition under the provisions of section 497(6) of the Companies Act, 1956 (hereinafter referred to as 'the Act'), filed by the Official Liquidator, seeking voluntary winding up of Divine Tiger Resorts & Hotels Private Limited (hereinafter referred to as 'Petitioner Company').
2. The Petitioner Company was incorporated under the provisions of the Act on 12.07.2007, and a certificate in this behalf was issued by the CO.PET.35/2017 Page 1 of 5 Assistant Registrar of Companies, N.C.T. of Delhi and Haryana at New Delhi.
3. The registered office of the Petitioner Company is situated at New Delhi, within the jurisdiction of this Court.
4. The Declaration of solvency was executed and approved by the Board of Directors of the Petitioner Company in its meeting held on 21.09.2015; and the same has been filed with the office of the Registrar of Companies in Form 149, as prescribed under the provisions of Rule 488 of the Companies (Court) Rules, 1959. The Petitioner Company has passed a special resolution in the Annual General Meeting of its members held on 26.09.2015, for voluntary winding up of the Petitioner Company, whereby, Mr. Vinod Kataria was appointed as the Voluntary Liquidator of the Petitioner Company.
5. The Registrar of Companies was informed regarding the appointment of the Voluntary Liquidator by way of Form 152 on 15.10.2015, in compliance with the provisions of Rule 315 of the Companies (Court) Rules, 1959. Further, notice in compliance with the provisions of Rule 315 of the Companies (Court) Rules, 1959, was published in the Official Gazette on CO.PET.35/2017 Page 2 of 5 14.11.2015; and in two newspapers, namely, 'The Sikh Times' (English) and 'Komi Patrika' (Hindi) on 06.10.2015.
6. Pursuant to the provisions under Section 497 of the Act, the notice for the final Extraordinary General Meeting held on 15.06.2016, was published in the Official Gazette on 11.06.2016; and in two newspapers, namely, 'Business Standard' (Hindi) on 03.05.2016, and 'Business Standard' (English) on 06.05.2016.
7. It has further been stated that the final Extraordinary General Meeting of the Petitioner Company was held on 15.06.2016; and the Voluntary Liquidator has filed the final accounts of the Petitioner Company in Form Nos.156 and 157, as prescribed under Rules 329 and 331 of the Companies (Court) Rules, 1959, for the period from 26.09.2015 to 28.04.2016, before the Registrar of Companies, N.C.T. of Delhi and Haryana, New Delhi and the Official Liquidator on 20.06.2016.
8. It has been stated by counsel appearing on behalf of the Official Liquidator that 'No Objection Certificates', dated 01.12.2015 and 17.01.2016 have been received from the Income Tax Department and the Registrar of Companies, respectively.
CO.PET.35/2017 Page 3 of 5
9. Ms. Neeru Gawri and Ms. Deepshikha Nigam Sood, Ex-Directors of the Petitioner Company, have furnished Indemnity Bonds dated 15.03.2016, undertaking, inter alia, to pay and settle all lawful claims arising in future after the winding up of the Petitioner Company; to indemnify any person for any losses that may arise pursuant to the winding up of the Petitioner Company.
10. It has been stated by counsel appearing on behalf of the Official Liquidator that, the latter has scrutinized the records submitted by the Voluntary Liquidator of the Petitioner Company, and has accorded satisfaction to the effect that necessary compliance with the provisions under Section 497 and other relevant provisions of the Act have been made; and that the affairs of the Petitioner Company have not been conducted in a manner prejudicial to the interest of its members.
11. In view of the aforesaid facts and circumstances, the Official Liquidator has sought winding up and final dissolution of the Petitioner Company from the date of filing of the present petition i.e., 15.03.2017.
12. In view of the foregoing, and in view of the satisfaction accorded by the Official Liquidator, the Petitioner Company is hereby wound up, and CO.PET.35/2017 Page 4 of 5 shall be deemed to be dissolved with effect from the date of the filing of the present petition i.e., 15.03.2017.
13. A copy of this order be filed by the Official Liquidator with the Registrar of Companies within the statutory period, as provided for in the Act.
14. The petition is allowed and disposed of accordingly.
SIDDHARTH MRIDUL, J MAY 29, 2017 dn/ap CO.PET.35/2017 Page 5 of 5