Delhi High Court
Ara Hospitality Private Limited ... vs ...... on 8 February, 2021
$~ 5 (company)
* IN THE HIGH COURT OF DELHI AT NEW DELHI
+ CO.PET. 21/2020
IN THE MATTER OF:
ARA HOSPITALITY PRIVATE LIMITED .....Petitioner
Through: Ms. Ruchi Sindhwani, Sr. Standing
Counsel with Ms. Megha Bharara, Advocate for
Official Liquidator
CORAM:
HON'BLE MR. JUSTICE C. HARI SHANKAR
O R D E R (ORAL)
% 08.02.2021
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 ARA
Hospitality Private Limited (in members voluntary liquidation).
2. The said Company was incorporated under the provisions of
the Companies Act, 1956 with the name "ARA Hospitality Pvt.
Ltd." with Registrar of Companies, NCT of Delhi & Haryana on 25th
June, 2004 (Twenty Fifth Day of June Two Thousand Four) with an
authorized capital of ₹15,00,00,000 (Rupees fifteen Crores only). The
Paid-up Capital of the Company as per the Master Data available on
the portal of MCA21 is ₹11,53,78,000/- (Rupees Eleven Crores Fifty
Three Lacs & Seventy Eight Thousand only).
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:09.02.2021
15:47:52
3. The registered office of the company is situated within the
territory of NCT of Delhi at Central Wing, Ground Floor, Thapar
House, 124, Janpath, New Delhi-110001.
4. The first promoters at the time of incorporation were Mr. Rahul
Bhatia, Mr. Arun Khanna & Mr. Anil Chanana.
5. At the time of Members Voluntary Winding up of the petitioner
company, there were five equity shareholders. The directors at the
time of Members Voluntary Winding-up were Mr. Arun Khanna, Mr.
Anil Parashar& Mr. Anil Chanana. The financial position of the
company as disclosed in the audited balance sheets ending as on 31st
March, 2013 and 31st March, 2012 are also annexed to the petition.
6. The prescribed Form No. 149 for the Declaration of Solvency
was filed with the Registrar of Companies on 7th June, 2013 vide SRN
No. B76621044.
7. Pursuant to the provisions 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 10th June,
2013 and a special resolution was passed whereby Mr. Manoj
Jagdish Malhotra was appointed as the Voluntary Liquidator on
10 th June, 2013. After his resignation on 3rd September, 2014, Sh.
Mukund Anand Thakkar was appointed as the Liquidator on 3rd
September, 2014 and he resigned on 28 th November, 2016.
Thereafter, a Special Resolution was passed by the company on 21st
December, 2016 and Mr. Arun Kapur was appointed as the Voluntary
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:09.02.2021
15:47:52
Liquidator of the company. After all the liquidation proceedings
were conducted by Mr. Arun Kapur, however he also resigned on
11 th September, 2019 and Mr. Shailendra Gupta was appointed as
the Voluntary Liquidator vide resolution dated 4th October, 2019
In this regard Form MGT-14 was filed with the Registrar of
Companies.
8. That as per the requirement of Section 485 of the Act, the
Company has published a notification in newspapers namely "The
Financial Express" in English and "Jansatta" in Hindi on 11th June,
2013 and in "The Gazette of India" on 14th September, 2013.
9. The notice of 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 the Registrar of Companies. The
Voluntary Liquidators Mr. Arun Kapoor and Mr. Shailender Gupta
had also published Form 151 of their respective appointments as
Voluntary Liquidator.
10. Further, pursuant to the provisions of Section 497 of the Act,
the Liquidator has also published Form No.155 in the newspapers
namely "Financial Express" in English & "Jansatta" in Hindi on 18th
February, 2017 and in The Gazette of India on 11th March, 2017 for
the final meeting to be held on 23rd March, 2017.
11. The Final Meeting of the said company was held on 23rd March,
2017and the Voluntary Liquidator filed accounts of the said Company
in Form No. 156 & 157 as prescribed under Rule 329 & 331 of the
Companies (Court) Rules, 1959 for the period from 1st November,
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:09.02.2021
15:47:52
2016 to 15th February, 2017 before the Registrar of Companies, NCT
of Delhi & Haryana, New Delhi on 29th March, 2017 and with the
Official Liquidator on 30th March, 2017.
12. The Official Liquidator has received No Dues Certificate from
Income Tax Department and no objection has been received from the
Registrar of Companies.
13. The Voluntary Liquidator Mr. Arun Kapur& Director Sh. Anil
Parashar have filed Indemnity bonds & Affidavits dated 11th
December, 2017 undertaking that "the company has no outstanding
demand or claim or liability from Income Tax/ Sales Tax Departments
& other Government Authorities on account of the operation of the
company. That notwithstanding the above, if any demand is raised by
the said Departments or other Govt. Authorities, the same will be paid
by the Shareholders/members of the company. That in event of any
such demand, if raised is not met by the shareholders/Members of the
company; the same will be paid by me as the Director of the
Company".
14. 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
conducted in a manner prejudicial to the interest of its members or to
the public interest and the said company may be dissolved.
15. In view of the foregoing and in view of the satisfaction
accorded by the Official Liquidator by way of the present petition, the
said company is hereby wound up and shall be deemed to be dissolved
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:09.02.2021
15:47:52
with effect from the date of the filing of the present petition i.e. 15th
December, 2020.
16. 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.
17. The petition is accordingly disposed of.
C. HARI SHANKAR, J.
FEBRUARY 8, 2021
Signature Not Verified
By:SUNIL SINGH NEGI
Signing Date:09.02.2021
15:47:52
