Gujarat High Court
Ol Of Liquidator Of M/S Mangal ... vs Na on 29 January, 2021
Bench: Biren Vaishnav
C/OLR/65/2020 ORDER
IN THE HIGH COURT OF GUJARAT AT AHMEDABAD
R/OFFICIAL LIQUDATOR REPORT NO. 65 of 2020
In R/COMPANY PETITION NO. 130 of 2001
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OL OF LIQUIDATOR OF M/S MANGAL RASAYAN LTD. (IN LIQN)
Versus
NA
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Appearance:
MR PATHIK M ACHARYA(3520) for the Applicant(s) No. 1
for the Respondent(s) No. 1
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CORAM: HONOURABLE MR. JUSTICE BIREN VAISHNAV
Date : 29/01/2021
ORAL ORDER
1. By this report under section 481 of the Companies Act,
1956, the official Liquidator has prayed for dissolution of the
company, named, M/s. Mangal Rasayan Limited (In Liqn.), on
19.03.2002 this Hon'ble court passed an order in Company Petition
no. 130 of 2001 and appointed Official Liquidator as the
Liquidator of the said company with directions to take charge of
the assets of the company with all powers conferred under the
Companies Act, 1956.
2. The report indicates that consequent upon winding up order
passed by this Hon'ble Court, the Official Liquidator deputed his
Official at the Office of Registrar of Companies, Gujarat,
Ahmedabad to inspect the records of the said company maintained
by the office of the Registrar of Companies, Gujarat to find out the
C/OLR/65/2020 ORDER
assets and properties, liabilities, address of Registered Office,
factory premises, Secured Creditors, and names and addresses of
the Directors, as on the date of winding-up order.
3. The Official Liquidator, on being appointed, has caused
search before the office of the Registrar of Companies, wherein it
was revealed that the registered office was situated at Plot No. 626,
GIDC, Phase-IV, Vatva, Ahmedabad and Shri Kamal Kishore
Mangal, Shri Vipin Prakash Mangal, Shri Om Prakash Mangal,
Shri Sanjay Prakash Mangal, Shri Tatiwala Ghanshyam Das, Shri
Praveen Gupta and Shri Anil Mathur were Ex-Directors of the
company. Records indicate that that following is the Secured
creditors of the company:
(1) Small Industrial Development Bank of India, Navjivan Amrit
Jayanti Bhavan, I & II Floor, Post Bag No. 10, Navjivan P.O.
Ahmedabad - 380 014.
(2) Gujarat State Financial Corporation, Block No. 10, Udyog
Bhavan, Sector-11, Gandhinagar - 382 011
(3) Asset Reconstruction Company (India) Limited. (ARCIL), The
Ruby, 10th Floor, 29, Senapati Bapat Marg, Dadar (West),
Mumbai - 400 028.
It appears that the company was having its assets situated at the
following place.
Sr. No Property situated at
1. Survey No. 613/1, 2B & 3, Chhatral Tal. Kalol
C/OLR/65/2020 ORDER
2. Survey No. 613/1/2A, Chhatral, Tal. Kalol
3. Plot No. 626, GIDC, Phase-IV, Vatva, Ahmedabad
4. It appears that the company was incorporated in the year
1994 and petition for winding-up of the company was filed in the
year 2001. Upon the said petition winding-up order was passed in
the year 2002. Report also indicates that the GSFC has sold the
land situated at Survey No. 613/1, 2B & 3, Chhatral, Tal. Kalol for
a sale consideration of Rs. 12,50,000/- and the said amount of Rs.
12,50,000/- has been deposited by GSFC with the office of Official
Liquidator vide letter dated 05.06.2007 in terms of the order dated
16.03.2007 passed by this Hon'ble Court in Company Application
No. 661 of 2006 and in terms of the order dated 29.03.2010 passed
by this Hon'ble Court in Company Application No. 19 of 2010, the
sale of godown situated at Survey No. 613/1/2A, Chhatral, Tal.
Kalol has been confirmed for a sale consideration of Rs.
34,10,000/-. The auction was conducted by SIDBI and the Official
Liquidator was directed to handover the said godown to the
purchaser on condition that the SIDBI shall deposit the entire
amount of the sale consideration with the Official Liquidator.
Accordingly, the SIDBI has deposited an amount of Rs.
34,26,816/- with the office of the Official Liquidator vide letter
dated 21.04.2010 and possession of said godown has been handed
over to purchaser. Thereafter, the SIDBI has sold land situated at
Plot No. 626, Vatva for a sake consideration of Rs. 1,60,00,000/-.
The SIDBI had appropriated the entire sale proceeds of the Vatva
property situated at Plot No. 626, Vatva towards dues of the SIDBI
and paid an amount of Rs. 2,40,900/- towards the Central
Government Fees under Rule 291 of the Companies (Court) Rules,
C/OLR/65/2020 ORDER
1959 with the Official Liquidator vide letter dated 01.04.2010 in
terms of order dated 08.03.2010 passed by this Hon'ble Court in
Company Application Nol. 504 of 2009 and the Official Liquidator
had disbursed an amount of Rs. 5,67,357/- to Bank of Baroda in
terms of order dated 21.06.2013 passed by this Hon'ble Court in
Company Application No. 96 of 2012. The Official Liquidator had
also disbursed an amount of Rs. 30,27,275/- and Rs. 8,42,697/- to
India SME Asset Reconstruction Company Ltd. (ISARC) and
GSFC respectively in terms of order dated 09.10.2013 passed this
Hon'ble Court in OLR No. 106 of 2013. Subsequently the Official
Liquidator had disbursed an amount of Rs. 5,67,357/- to Bank of
Baroda in terms of order dated 21.06.2013 passed by this Hon'ble
Court in Company Application No. 96 of 2012. The Official
Liquidator had also disbursed an amount of Rs. 30,27,275/- and Rs.
8,42,697/- to India SME Asset Reconstruction Company Ltd.
(ISARC) and GSFC respectively in terms of order dated
09.10.2013 passed this Hon'ble Court in OLR No. 106 of 2013.
5. The Official Liquidator has also stated that the ex-director
has filed statement of affairs on 08.10.2002. There are only
139759/- amount of funds available in the Company's Bank
Account as on 31.08.2020. It is further stated in the report that
there was no claim is pending with the Official Liquidator for the
company in liquidation. It is also stated by the Official Liquidator
that no information/details of the company are available except as
provided in the preceding paragraphs of the report and therefore the
Official Liquidator proposes dissolution of the company.
C/OLR/65/2020 ORDER
6. The Official Liquidator, relying upon the provisions of
Section 481 of the Act, has contended that it is not possible to
proceed with the winding up for want of fund and assets. Relying
upon the judgment of the Hon'ble Apex Court in the case of
Meghal Homes Pvt. Ltd. Vs. Shree Niwas Girni K.K. Samiti,
reported in (2007) 7 SCC 753, it is contended by the Official
Liquidator that this Court may pass appropriate order of dissolution
of the Company in liquidation.
7. It is also stated by the Official Liquidator that prior to
dissolution of the company, the Official Liquidator vide letter dated
31.01.2020 addressed to the Ex-Directors and secured creditor of
the company informed that the Official Liquidator proposes to
dissolve the said company and if they are having any objection the
same be informed to the Official Liquidator within 10 days from
the receipt of the letter. Official Liquidator is not received any
response from either the Ex-Directors or the Secured Creditors of
the company. Official Liquidator had issued letter to the Income
tax department, ROC of the company on 10.02.2020 and
31.01.2020 respectively for furnishing no objection in dissolution
of the Company. In this connection the Official Liquidator most
respectfully submits that ROC vide its letter dated 26.02.2020
informed that they are having no objection if the company is
dissolved by the Hon'ble High Court of Gujarat. The Official
Liquidator has also further averred that half yearly statement of
accounts of the Company in liquidation has already been filed
before this Court as provided under Rule 298 of the Companies
(Court) Rules, 1959. It is further contended that in these
C/OLR/65/2020 ORDER
circumstances, it is not possible for the Official Liquidator to
further carry out the proceedings of winding up. The Official
Liquidator has also contended that even after the order of
dissolution that may be passed by this Court as provided under
Section 559 of the Act, the period of 2 years is available for
anybody to raise the objection and file an appropriate proceeding
before this Court.
8. The Official Liquidator, relying upon the auditor's certificate
dated 02.09.2020, has contended that only Rs.139759/- funds
available is in the Bank Account of the Company. Moreover, there
is no assets of the Company in liquidation are available. In light of
the aforesaid, it is therefore submitted that the report may be
accepted and appropriate order of dissolution of the Company in
liquidation may be passed as prayed for.
9. Having heard the learned advocate for the Official
Liquidator and on perusal of the record of this report and in facts of
this case and considering the ratio laid down by the Hon'ble Apex
Court in the case of Meghal Homes Pvt. Ltd. (supra), the report
deserves to be accepted. The Company, named, M/s. Mangal
Rasayan Limited (In Liqn.) is hereby dissolved under Section 481
of the Act and the Official Liquidator attached to this Court stands
discharged and is relieved as liquidator of M/s. Mangal Rasayan
Limited (In Liqn.). The official liquidator is also permitted to
transfer the available amount in the company's account as on date
to the Common Pool Account maintained by the office of the
Official Liquidator.
C/OLR/65/2020 ORDER
10. In case of any difficulty, affected party, if aggrieved with the
present order, may apply for reviewing the same under per the
provisions of Section 559 of the Companies Act, 1956.
11. Accordingly, the report is allowed in the aforesaid terms.
(BIREN VAISHNAV, J)
DIVYA
