Delhi High Court
M/S E-Mind Learning Software ... vs ............. on 24 November, 2014
Author: Sanjeev Sachdeva
$~25
*IN THE HIGH COURT OF DELHI AT NEW DELHI
+ CO.PET. 731/2014
IN THE MATTER OF
M/S E-MIND LEARNING SOFTWARE SERVICES
PRIVATE LIMITED ..... Petitioners
Through: Mr. Ashish Makhija, Advocate
on behalf of Official Liquidator.
CORAM:
HON'BLE MR. JUSTICE SANJEEV SACHDEVA
ORDER
% 24.11.2014
SANJEEV SACHDEVA J. (ORAL)
1. This is a petition filed under Section 497(6) of the
Companies Act, 1956 by the Official Liquidator for
voluntary winding up of M/s E-Mind Learning
Software Services Private Limited.
2. The Company has passed a Special Resolution in its
Extra Ordinary General Meeting held on 30.12.2011
for voluntary winding up of the Company. Mr. Rajiv K
Adlakha was appointed as a Voluntary Liquidator of
the Company.
3. The Registrar of Companies was informed regarding
the voluntary winding up and the appointment of the
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Voluntary Liquidator. Notices under Rule 315 of the
Company Court Rules (1959) were issued and requisite
forms were filed with the Registrar of Companies.
4. The Voluntary Liquidator has filed the requisite forms
along with Memorandum of Association and Article of
Association with the Office of Official Liquidator.
Copy of form No.23 has been filed with the Registrar
of Companies. Notices were published in the Official
Gazette as well as 'Financial Express' (English) and
'Jansatta' (Hindi) newspapers on 03.01.2012.
5. Pursuant to Section 497 of the Companies Act, 1956,
final Extraordinary General Meeting was held on
14.12.2012 and the Voluntary Liquidator filed the final
accounts of the Company in Forms No.156 and 157, as
prescribed under Rules 329 and 331 of the Companies
Court Rules, (1959), before the Registrar of
Companies.
6. The Official Liquidator has received No Objection
Certificates from the Registrar of Companies and the
Income Tax Department. The Voluntary Liquidator
has filed an affidavit with the Official Liquidator
declaring that there are no outstanding dues/claims
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pending with any Government Department against the
Company and / or against its Directors before any
Court of law and an indemnity bond to the said effect
has also been filed.
7. The Official Liquidator has scrutinized the records
submitted by the Voluntary Liquidator and has
recorded satisfaction that necessary compliances of
Section 497 of the Companies Act, 1956 and the other
relevant provisions of the Companies Act, 1956 have
been made and that the affairs of the Company have not
been conducted in a manner prejudicial to the interest
of its members or to the public.
8. The Official Liquidator, in these circumstances, has
sought orders for winding up and final dissolution of
the Company from the date of filing of the petition i.e.
26.05.2014.
9. In view of the above and the satisfaction recorded by
the Official Liquidator, the Company is wound up and
shall be deemed to be dissolved with effect from the
date of the filing of the petition i.e. 26.05.2014.
10. Copy of the order be filed with the Registrar of
Companies within the statutory period as per the act by
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the Official Liquidator.
The petition is disposed of.
SANJEEV SACHDEVA, J
NOVEMBER 24, 2014
st
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