Divine Tiger Resorts & Hotels ... vs -
2017 Latest Caselaw 2740 Del

            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

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

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.

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

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