Delhi High Court
In The Matter Of Butani Civil ... vs ................... on 30 September, 2020
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* IN THE HIGH COURT OF DELHI AT NEW DELHI
+ COMPANY PETITION NO.18/2020
IN THE MATTER OF:
BUTANI CIVIL PROJECTS PRIVATE LIMITED (IN VOL.LIQN.)
Through: Mr. Rishi Manchanda, Standing
Counsel for the Official Liquidator
CORAM:
HON'BLE MR. JUSTICE C. HARI SHANKAR
ORDER
% 30.09.2020
(Video-Conferencing)
1. This is the Company Petition, preferred under Section 497 (6)
of the Companies Act, 1956 (hereinafter referred to as "the Act"),
thereby praying that the subject Company, i.e. Butani Civil Projects
Pvt. Ltd., (hereinafter referred to as "the Company"), be dissolved
under voluntary winding up from the date of the filing of the instant
petition.
2. Perusal of the record reveals that the subject Company was
incorporated on 24th June, 1996, with the Registrar of Companies,
NCT of Delhi and Haryana. The Corporate Identity Number of the
Company is U70100DL1996PTC079868. The registered office of the
subject Company is stated to be situated within the territory of the
NCT of Delhi, at II-A, 81A, Lajpat Nagar, New Delhi.
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:03.01.2021
19:29:31
3. It has been further revealed that the authorized share capital of
the subject Company is ₹15,00,000/- (Rupees Fifteen Lacs Only),
divided into 1,50,000 (One Lac Fifty thousand) equity shares of ₹ 10/-
(Ten) each. The record also shows that the paid-up share capital of the
subject Company is ₹11,00,000/- (Rupees Eleven Lacs Only), divided
into 1,10,000/- (One Lacs Ten Thousand) equity shares of ₹ 10/- (Ten)
each, fully paid up.
4. As per the records, majority of the equity shares i.e. 1,08,950
were held by Mr. Laxman Navani, and rest of the equity shares were
held by Mr. Dhiraj Navani and Ms. Anu Navani.
5. The Directors of the subject Company, as on the date of passing
of the resolution of voluntary winding up, were Mr. Dhiraj Navani,
Ms. Anu Navani, Sh. Laxman Navani.
6. The Board of Directors of the Company, in their meeting held
on 5th June, 2002 executed and approved a declaration of solvency,
which stated that after having made a full inquiry into the affairs of
the Company, an opinion has been formed that the Company would be
able to pay its debts in full, within a period of 12 months from the
commencement of the winding up process. The declaration of
solvency was accompanied with the statement of the Company's
assets and liabilities as on 5th June, 2002. The said declaration was
filed with the Registrar of Companies, NCT of Delhi & Haryana, New
Delhi, in Form 149, as prescribed under Rule 313 of the Companies
(Court) Rules, 1959 and Section 488 of the Companies Act, 1956.
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:03.01.2021
19:29:31
7. An extra-ordinary general meeting of the members of the
Company was held on 28th June, 2002, at the registered office of the
Company, where a special resolution for the voluntary liquidation of
the company was passed and one Mr. Sandeep Balani, was appointed
as the Voluntary Liquidator of the Company.
8. The notification of the appointment of the Voluntary
Liquidator, as required under Section 516 of the Companies Act,
1956, read with Rule 315 of the Companies (Court) Rules, 1959 in
Form No. 151, was published in the Official Gazette on 27th July,
2002 and in the newspaper, "The Statesman" (English) on 16th July,
2002. Further, the Voluntary Liquidator had filed notice of his
appointment, in Form 152, with the Registrar of Companies, on 15th
July, 2002.
9. The Voluntary Liquidator, as required under Section 497 of the
Companies Act, 1956, read with Rule 329, published the notification
in Form No. 155, regarding the holding of the final general meeting,
on 28th May, 2003 in the newspapers "The Statesman" (English) on
19th April, 2003 and in the Official Gazette on 3rd May, 2003.
10. The Voluntary Liquidator has filed accounts of the Company in
Form No. 156 and 157, as prescribed under Rule 329 and 331 of the
Companies (Court) Rules, 1959 for the period from 28th June, 2002 to
16th April, 2003 before the Registrar of Companies, NCT of Delhi and
Haryana, on 9th June, 2003, within the prescribed period. As per the
statement of accounts of the winding up process, a total of ₹9,30,415/-
was recovered during the winding up process and same were used
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:03.01.2021
19:29:31
towards the remuneration of the liquidator, towards publication of
notices etc. A sum of ₹9,19,600/- was returned to the contributories as
part of their capital as well as dividend and Securities payment.
11. The Voluntary Liquidator has furnished a no dues certificate,
stating that the company had no outstanding dues, as on date.
12. The Voluntary Liquidator has further submitted a letter, dated
28th January, 2020, received from the Income Tax Department, stating
that the subject Company has no dues towards income tax.
13. The Registrar of Companies has provided a letter, dated 6th
June, 2008, stating that the necessary documents and forms have been
filed by the Company and that it has no objection to the dissolution of
the subject Company.
14. The Ex-Directors of the company, have submitted an indemnity
bond, on 22nd January, 2016, stating that there was no balance in the
accounts of the Company as on date and that there were no
outstanding dues/claims or demand pending to any Government
Department or any other party/ies against the Company. They further
undertook to pay and settle all lawful claims arising in future after the
winding up of the Company and to indemnify any person for any
losses that may arise pursuant to the winding up of the Company and
to settle any future liability/debt that may arise against the Company,
after the liquidation.
15. The Official Liquidator has further submitted that the affairs of
the Company have been conducted in a manner, not prejudicial to the
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:03.01.2021
19:29:31
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.
16. 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 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. 14th
September, 2020.
17. Copy of this order be communicated by the Official Liquidator,
Delhi to the Registrar of Companies within the statutory period as per
the Companies Act, 1956.
18. The petition is disposed of in the aforesaid terms.
C. HARI SHANKAR, J
SEPTEMBER 30, 2020.
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:03.01.2021
19:29:31
