Delhi High Court
Anand Metfast Pvt. Ltd. (In Vol. ... vs ............ on 27 November, 2017
$~CP-47
* IN THE HIGH COURT OF DELHI AT NEW DELHI
% Date of decision: 27.11.2017
+ CO.PET. 63/2017
ANAND METFAST PVT. LTD. (IN VOL. LIQN) ..... Petitioner
Through Mr.Deepak Anand, Advocate on
behalf of Official Liquidator.
CORAM:
HON'BLE MR. JUSTICE JAYANT NATH
JAYANT NATH, J. (ORAL)
1. This is a petition filed under Section 497(6) of the Companies Act,
1956 (herein referred to as "the Act") by the Official Liquidator (OL),
seeking for voluntary winding up of Anand Metfast Private Limited (herein
referred to as the "said company").
2. The said Company was incorporated on 27.04.2001 under the
provisions of the Act with the Registrar of Companies (ROC), having
authorized share capital of Rs. 10,00,000/- divided into 1,00,000 equity
shares of Rs. 10/- each.
3. The registered office of the said company is situated within the
territory of NCT of Delhi at 20B/5, Ground Floor, Desh Bandhu Gupta
Road, Dev Nagar, Karol Bagh, New Delhi-110005.
4. Pursuant to the provision of Section 484(1) of the Act and other
applicable provisions of the Act, the Extra Ordinary General Meeting of the
members of the said company was held on 05.09.2016 and a special
resolution was passed for voluntary winding up of the Company, wherein,
Mr.Sumit Lal, Chartered Accountant, was appointed as Voluntary Liquidator
of the said Company at a remuneration of Rs. 20,000/-. However, notice for
Voluntary Liquidator appointment under Section 516 of the Act read with
Rule 315 of the Companies (Court) Rules, 1959, was not published within 30
days from his appointment.
5. Declaration of Solvency was approved by the Board of Director in
their meeting held on 10.08.2016 and the same was filed as per Form No.
149, prescribed under section 488 of the Act, with the ROC vide SRN No.
G09837949 dated 24.08.2016.
6. That as per the requirement of Section 485 of the Act, the said
company has published a notification in the Official Gazette on 08.10.2016
as well as in two newspapers namely in "Business Standard"(English and
Hindi) on 14.09.2016 along with Memorandum of Association and Articles
of Association with the Office of OL.
7. Pursuant to Section 497 of the Act, final Extra Ordinary General
Meeting was held on 30.01.2017 and the Voluntary Liquidator filed the final
accounts of the said Company in Forms No.156 and157, as prescribed under
Rules 329 and 331 of the Companies (Court) Rules, 1959, before the ROC
and to the OL.
8. The OL has received No Objection Certificates (NOC) from the ROC.
Further, NOC was not received from Income Tax Department, due to the
demand letter of Rs. 120 and Rs. 1130 for the assessment year 2008-09 and
2011-12. However, payment was made by the Voluntary Liquidator vide
challan no. 20255 and 20246 for the dues pending against the said company
with the Income Tax Department. The Voluntary Liquidator has also filed
indemnity bond dated 01.03.2017 and has undertaken that the assets of the
said company have been properly disposed off and there is no debt
outstanding which may arise or accrue within a year, if any claims or dues
arises the Director named in the application shall stand liable to pay the
same.
9. The OL has scrutinized the records submitted by the Voluntary
Liquidator and has recorded satisfaction that necessary compliances of
Section 497 of the Act and the other relevant provisions of the Act have been
made and that the affairs of the said Company have not been conducted in a
manner prejudicial to the interest of its members or to the public interest.
10. The OL, in these circumstances, has sought winding up and final
dissolution of the said Company from the date of filing of the petition i.e.
06.11.2017.
11. In view of the forgoing and in view of the satisfaction recorded by the
OL, the said Company is wound up and shall be deemed to be dissolved with
effect from the date of the filing of the present petition i.e.06.11.2017
12. A copy of the order be filed by the OL with the ROC within the
statutory period as per the provision of the Act.
13. The petition is accordingly disposed of.
JAYANT NATH, J.
NOVEMBER 27, 2017/SS
Corrected and signed
on 31.01.2018
