Delhi High Court
Marwah Construction Private ... vs ... on 31 July, 2020
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* IN THE HIGH COURT OF DELHI AT NEW DELHI
+ Co. Pet. No. 14/2020
IN THE MATTER OF
MARWAH CONSTRUCTION PRIVATE LIMITED (IN
MEMBERS' VOL. LIQN.) .....Petitioner
Through: Ms. Sangeeta Chandra, Advocate
for the Official Liquidator
CORAM:
HON'BLE MR. JUSTICE C. HARI SHANKAR
ORDER
% 31.07.2020
(Video-Conferencing)
1. This petition is filed under Section 497(6) of The Companies
Act, 1956 (hereinafter referred to as "the Act") by the Official
Liquidator (OL), seeking dissolution of the Company MARWAH
CONSTRUCTION PRIVATE LIMITED (in Members' Voluntary
Liquidation) (hereinafter referred to as "the Company").
2. The said Company was incorporated on 13th Februrary,1991
having Corporate Identity Number U74899DL1991PTC043090 under
the provisions of the Companies Act, 1956.
3. The registered office of the Company was situated within the
territory of NCT of Delhi at R-831, New Rajinder Nagar, New Delhi.
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:03.01.2021
19:29:31
4. The Company was having Authorized Share Capital of
₹25,00,000/- (Rupees Twenty Five Lakhs Only) divided into 2,50,000
(Two Lakh Fifty Thousand) equity shares of ₹10/- (Rupees Ten) each
and the Paid-Up Share Capital is ₹1,00,200 (Rupees One Lakh Two
Hundred Only) divided into 10,020 (Ten Thousand Twenty) equity
shares of ₹10/- (Rupees Ten) each.
5. The first promoters at the time of incorporation were Mr.
Surinder Singh Marwah and Ms. Gurinder Kaur.
6. At the time of Members' Voluntary Winding up of the
petitioner Company, there were two shareholders namely, Mr.
Surinder Singh Marwah and Mr. Jasmeet Singh Marwah and they
were also the Directors of the Company . The financial position of the
Company as disclosed in the audited balance sheets ending as on 31st
March, 2008 and 31st March, 2009 are also annexed to the petition.
7. The prescribed Form No. 149 for the Declaration of Solvency
was filed with the Registrar of Companies on 19th January, 2010.
8. Pursuant to the provisions of Section 484(1) and other
applicable provisions of the 'Act', the Extra-ordinary General Meeting
(EGM) of the members of the said Company was held on 20th January,
2010 and a special resolution was passed whereby, Sh. Jasmeet Singh
Marwah was appointed as the Voluntary Liquidator of the Company.
9. As per the requirement of Section 485 of the 'Act', the citation
were published in the newspapers namely "Veer Arjun" (Hindi) and
"The Statesman" (English) as well as in the Official Gazette
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:03.01.2021
19:29:31
(English & Hindi) on 26th January, 2010 & 20th February, 2010
respectively.
10. The notice for appointment of Voluntary Liquidator in Form
152 as required under Section 493 r/w Rule 315 of the Companies
(Court) Rules, 1959 was filed with Registrar of Companies on 23th
January, 2010. The Voluntary Liquidator has also given notice of his
appointment in Form No. 151 as required under Section 516 of the
Companies Act, 1956 read with Rule 315 of the Companies (Court)
Rules, 1959 in the newspapers namely "Veer Arjun" (Hindi) and "The
Statesman" (English) as well as in the Official Gazette (English &
Hindi) on 26th January, 2010 & 20th February, 2010 respectively.
11. Further, pursuant to the provisions of Section 497 (1) of the
Companies Act, 1956 read with Rule 329, the Voluntary Liquidator
has also published Form No. 155 in 'Veer Arjun' (Hindi) on 19th May,
2010 and in the Official Gazette (English & Hindi) on 19th June, 2010
for convening the final meeting to be held on 22nd June, 2010.
12. The Final Meeting of the said Company was held on 22nd June,
2010 and the Voluntary Liquidator has filed accounts of the said
Company (in Vol. Liqn.) in Form No. 156 & 157 as prescribed under
Rule 329 & 331 of the Companies (Court) Rules, 1959 for the period
from 20th January, 2010 to 10th May, 2010 with the Official Liquidator
on 30th June, 2010 & before the Registrar of Companies, NCT of
Delhi & Haryana, New Delhi on 15th January, 2011 and 5th July, 2010
respectively.
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:03.01.2021
19:29:31
13. Both the Directors namely Mr. Surinder Singh Marwah S/o Sh.
Inder Singh Marwah and Mr. Jasmeet Singh Marwah S/o Sh. Surinder
Singh Marwah have jointly executed an Indemnity Bond & their
respective Affidavits dated 27th December, 2010 undertaking to
indemnify the concerned parties/ departments/ authorities/ of local/
State Governments and Government of India if any dues/ shortage/ tax
liabilities arise in future in relation with the Company.
14. The Official Liquidator has received No Objection Certificate
dated 16th March, 2011 from the Registrar of Companies.
15. The Voluntary Liquidator has also submitted the No-Dues
Certificate dated 09th January, 2020 against the charges created with
the Oriental Bank Of Commerce for an amount of ₹18,27,85,000/.
16. Pursuant to the letter written by the office of the Official
Liquidator on 4th November, 2019, the office of the Income Tax
Officer had raised a net outstanding tax demand of ₹4,21,466/- and
₹790/- respectively qua the Company. On the representation made by
the Voluntary Liquidator, demand of ₹4,21,466/- was rectified by the
Assessing Officer on 17th January, 2020 and a rectified demand for
₹790/- only was indicated. This rectified demand has been deposited
by the Voluntary Liquidator on 27th January, 2020 vide challan serial
no. 02716 and therefore, there are no remaining dues of the Income
Tax department.
17. The Official Liquidator 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
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:03.01.2021
19:29:31
conducted in a manner prejudicial to the interest of its members or to
the public interest and the said Company may be dissolved.
18. On a perusal of the above mentioned facts, the documents
annexed with the petition and the satisfaction accorded by the Official
Liquidator by way of the present petition, the Company named
MARWAH CONSTRUCTION PRIVATE LIMITED (in Members'
Voluntary Liquidation) is hereby wound up and shall be deemed to be
dissolved with effect from the date of the filing of the present petition.
19. 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'.
20. The petition is accordingly disposed of.
C. HARI SHANKAR, J
July 31, 2020
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:03.01.2021
19:29:31
