Delhi High Court
In The Matter Of Dyerslime And ... vs .......... on 22 February, 2019
$~CP-76
* IN THE HIGH COURT OF DELHI AT NEW DELHI
% Date of decision: 22.02.2019
+ CO.PET. 5/2019
IN THE MATTER OF DYERSLIME AND CHEMICALS PRIVATE
LIMITED (VOL. LIQN.) .... Petitioner
Through Ms. Ruchi Sindhwani, Sr.Standing Counsel
and Ms. Megha Bharara, Adv. for OL.
CORAM:
HON'BLE MR. JUSTICE JAYANT NATH
JAYANT NATH, J. (ORAL)
1. This petition is filed under section 497(6) of the Companies Act, 1956
(herein referred to as "the Act") by the Official Liquidator (OL). The prayer
made in the petition is that the subject company i.e. DYERSLIME &
CHEMICALS PVT. LIMITED (herein referred to as the "said company"),
may be wound up and finally dissolved from the date of the filing of the
instant petition.
2. A perusal of the record shows that t he said Company was
incorporated under the provisions of the Act on 31.10.1974 with Registration
No. 7506 of 1974-75 with the Registrar of Companies (ROC), NCT of Delhi
and Haryana.
3. The registered office of the said company is situated within the
territory of NCT of Delhi at 10, Alipur Road, Delhi-110054.
4. There were 5 directors at the time of declaration of solvency. The
financial position of the company as disclosed in the audited balance sheets
ending as on 31.03.2005 & 31.03.2004 are also annexed to the petition.
5. The prescribed Form No. 149 for the Declaration of Solvency was
filed with the ROC on 09.02.2006.
6. Pursuant to the provisions of Section 484 (1)(b) 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 06.03.2006 and a special
resolution was passed whereby Mr.M.R.Gupta was appointed as the
Voluntary Liquidator of the said Company.
7. That as per the requirement of Section 485 of the Act, the said
company has published a notification in the newspapers namely "Indian
Express" and "Jansatta" on 17.03.2006 and in the Official Gazette on
07.04.2006.
8. The notice of appointment of Voluntary Liquidator in Form 152 as
required under Section 493 read with Rule 315 of the Companies (Court)
Rules, 1959 was filed with the ROC. The Voluntary Liquidator had also
published Form 151 for his appointment as Voluntary Liquidator.
9. Further, pursuant to the provisions of Section 497 of the Act, the
Liquidator has also published Form No.155 in the newspapers namely "The
Indian Express (English)" and "Jansatta (Hindi)" on 29.06.2007 for the final
meeting to be held on 20.09.2007. The same was however not published in
the Official Gazette.
10. The Final Meeting of the said company was held on 20.09.2007 and
the Voluntary Liquidator filed accounts of the said company in Form Nos.
156 & 157 as prescribed under Rules 329 & 331 of the Companies (Court)
Rules, 1959 for the period from 10.03.2006 to 20.09.2007 before the ROC
on 23.09.2007 and submitted a copy of the same to the OL.
11. The Voluntary Liquidator and Ex-Director Mrs. Neena Macedo, have
filed their Indemnity bonds dated 16.10.2018 & 31.10.2018 respectively,
indemnifying in favour of the OL towards any claim made by any
person/authority at any point of time in connection with voluntary
liquidation of the said company.
12. The OL has received No Dues Certificate from Income Tax
Department and from the ROC. The OL is also satisfied that the necessary
compliance of Section 497 and other relevant provisions of the Act have
been made and 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 and
the said company may be dissolved.
13. The OL has further submitted that the affairs of the said company have
been conducted in a manner, not prejudicial to the interest of the members,
and is thus of the opinion that the Company may be dissolved with effect
from the date of the filing of the petition.
14. Thus, having regard to the aforesaid facts and circumstances and the
record of the case, the prayer made in the petition is allowed and 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. 07.02.2019.
15. A Copy of the order be filed by the OL with the ROC within the
statutory period as per the Act.
16. The petition stands disposed of in the aforesaid terms.
JAYANT NATH, J.
FEBRUARY 22, 2019/sp
