Delhi High Court
John Laing Infrastucture ... vs .......... on 29 April, 2019
$~CP-23
IN THE HIGH COURT OF DELHI AT NEW DELHI
% Date of Decision: 29.04.2019
+ CO.PET. 12/2019
JOHN LAING INFRASTUCTURE MANAGEMENT SERVICES
INDIA PRIVATE LIMITED (IN VOL.LIQN.) ..... Petitioner
Through Mr. D. Bhattacharya,
Adv. for the OL.
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) for
voluntary winding up of JOHN LAING INFRASTRUCTURE
MANAGEMENT SERVICE INDIA PRIVATE LIMITED (IN VOL.
LIQN.)(herein referred to as the "said company").
2. A perusal of the petition shows that the said company was
incorporated under the provisions of the Act on 06.02.2008, having CIN
U74120DL2008FTC173635 with the Registrar of Companies, NCT of Delhi
& Haryana (ROC), having authorized share capital of Rs. 20 Crores divided
into 20 lakhs equity shares of Rs. 10/- each. The Paid up capital of the said
company was Rs. 9,96,50,000 (Rupees Nine Crore Ninety Six Lakhs Fifty
Thousand only) divided 99,65,000 equity shares of Rs. 10/- each.
3. The registered office of the said company is situated at Delhi
Rectangle, 4th Floor Rectangle Mo. 1, Saket Commercial Complex D4,
Saket, New Delhi-110017.
4. Pursuant to the provision of section 484(1) of the Act, the said
company has passed a special resolution in its Annual General Meeting held
on 27.05.2013 for voluntary winding up of the said company, wherein, Mr.
Tarun Jaggi, Chartered Accountant was appointed as Voluntary Liquidator
of the said company at a remuneration of Rs. 3,50,000/-.
5. The ROC was informed regarding the voluntary winding up and the
appointment of the Voluntary Liquidator. Notices under Rule 315 of the
Company Court Rules (1959) were issued and requisite forms were filed
with the ROC.
6. The declaration of solvency was executed and approved by the Board
of Directors in their meeting held on 14.05.2013 and the same has been filed
with the office of the ROC in Form 149 as prescribed under section 488 of
the Act read with Rule 313 of the Companies (Court) Rules, 1959.
7. The Voluntary Liquidator has filed the requisite forms and notices
which were published in newspaper namely in "Business Standard" (English
&Hindi) on 31.05.2013 as well as in the Official Gazette on 21.09.2013
along with Memorandum of Association and Articles of Association with the
Office of OL.
8. Pursuant to Section 497 of the Act, final Extraordinary General
Meeting was held on 12.03.2015 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.
9. The OL has received "No Objection Certificates" from the Income
Tax Department and ROC.
10. 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.
11. 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.
23.04.2019.
12. In view of the above and 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 petition i.e. 23.04.2019.
13. A copy of this order be filed by the OL with the ROC within the
statutory period as prescribed under the Act.
14. The petition is accordingly disposed of.
JAYANT NATH, J.
APRIL 29, 2019/ss
