Delhi High Court
Vijay Kumar Verma vs Respondent on 29 April, 2025
Author: Subramonium Prasad
Bench: Subramonium Prasad
$~68
* IN THE HIGH COURT OF DELHI AT NEW DELHI
Date of decision: 29th APRIL, 2025
IN THE MATTER OF:
+ CO.APP. 5/2025 & CM APPL. 25411/2025
VIJAY KUMAR VERMA .....Appellant
Through: Mr. Dhiraj Sachdeva, Adv.
versus
..... .....Respondent
Through: Ms. Ruchi Sindhwani, SSC with Ms.
Megha Bharara, Adv. for Official
Liquidator.
CORAM:
HON'BLE MR. JUSTICE SUBRAMONIUM PRASAD
HON'BLE MR. JUSTICE HARISH VAIDYANATHAN
SHANKAR
JUDGMENT (ORAL)
SUBRAMONIUM PRASAD, J.
1. The instant Appeal has been filed by the Appellant challenging the
Order dated 20.02.2025 passed by the learned Single Judge in Company
Application being Co. Appl. No. 1052/2024 in Company Petition No.
188/1999, wherein the learned Single Judge has observed as under:
27. The present application has been filed by the
applicant seeking permission to represent his interest
in the proceedings with respect to the affairs of the
company under liquidation and participate in the
proceedings.
28. The company has already been wound up and the
properties of the company in liquidation have also
been sold.
29. The applicant, who is an Ex-Director, cannot be
permitted to participate in the pending proceedings
before this Court.
30. The application is, therefore, dismissed."
2. A brief contextual background of the present Appeal, is that the
Appellant is the ex-Director and Shareholder of the M/s Continental Textile
Mills Limited (in liquidation) ("the Company"). By way of an order dated
05.10.2001, a Coordinate Bench of this Court had directed the winding up of
the Company, and subsequently on 18.10.2002, the Official Liquidator had
taken possession of the property of the Company situated at Naroda Road,
Near Arvind Mills, Opp. Asarwa Railway Station, Asarwa Taluka City,
Ahmedabad (Gujarat). The said property was auctioned to M/s Jupiter
Laminators Pvt. Ltd. for approximately Rs. 167 crores and the possession to
the auction purchaser was handed over on 30.10.2023.
3. By way of Co. Appl. No.1052/2024, the Appellant sought permission
from the learned Single Judge to represent his interest in the proceedings.
The said application has been dismissed by the learned Single Judge stating
that since the company has been wound up and the properties of the
company in liquidation have been sold, the Appellant cannot be permitted to
participate in the pending proceedings before the Court.
4. This Court has heard the Appellant herein and perused the material on
record.
5. It is trite law that when a company is ordered to be wound up or a
provisional liquidator appointed, any legal proceeding by a company,
therefore, has to be instituted, by the official liquidator or the provisional
liquidator, as the case may be, but in the name and on behalf of the company
and the directors will have no right to institute such legal proceeding since
the company no more acts through its directors.
6. The Appellant has not been able to show any provision under the
Companies Act or any case law contrary to the established legal position,
whereby an ex-Director/Shareholder can be permitted to represent his
interest in the proceedings, after the assets have been sold off.
7. The Company is under liquidation. The Official Liquidator is in
charge of the company. The amounts are being disbursed only after
obtaining permission from the Company Court under and as per the scheme
of the Companies Act.
8. This Court finds no merit in the present appeal and we are of the firm
view that there is no infirmity in the Impugned Order dated 20.02.2025
passed by the learned Single Judge.
9. Accordingly, the appeal is dismissed along with pending
application(s), if any.
SUBRAMONIUM PRASAD, J
HARISH VAIDYANATHAN SHANKAR, J
APRIL 30, 2025
hsk/ap
