Ol Of M/S Bahuma Polytex Ltd. (In ... vs Na
2022 Latest Caselaw 4420 Guj

      C/OLR/26/2022                                         ORDER DATED: 27/04/2022




           IN THE HIGH COURT OF GUJARAT AT AHMEDABAD

             R/OFFICIAL LIQUDATOR REPORT NO. 26 of 2022

                    In R/COMPANY PETITION NO. 123 of 2009

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                OL OF M/S BAHUMA POLYTEX 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 BHARGAV D. KARIA

                                   Date : 27/04/2022
                                    ORAL ORDER

1. Heard learned advocate Mr.Pathik M. Acharya for the applicant.

2. By this report under section 481 of the Companies Act, 1956, the official Liquidator has prayed for dissolution of the company, named, M/s. Bahuma Polytex Ltd. (In Liquidation.), which was ordered to be wound up vide order dated 20.01.2010 passed in Company Petition no. 123 of 2009.

3. The report indicate that consequent upon winding up order passed by this 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 assets and

C/OLR/26/2022 ORDER DATED: 27/04/2022

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, wherein it was revealed that the Shri Harilal Kher, Shri Vinod Shekhar and Shri Roshanlal Munshi were Ex-Directors of the company and also reveal that company under liquidation was having registered office Shop No.2, Parshwanath Complex, Kalol Road Highway, Kadi, Dist. Mehasana and land situated at Survey No.194, Ashima Complex, Part Karannagar, Kadi, Dist. Mehasana. It is also submitted that Company was having two secured creditors namely ICICI Bank Limited at Bombay and IFCI Limited, New Delhi.

4. It is also indicated that the ex-director has submitted statement as required under Rule 130 of the Companies (Court) Rules, 1959 on 11.02.2010. The Official Liquidator, on being appointed and in compliance of winding up order after issuing letters to secured creditor, ex-directors, petitioning creditors and all other concerned and deputed its officials on 12.03.2010 at Shop No.02, Parshwanath Complex, Kalol Road Highway, Kadi for taking over possession of the same. At the time of taking over possession of the said premises, the authorized representative of company in liquidation, informed that the said premises is not belonging to company in liquidation and it is rented premises. In support

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of the statement, authorized representative furnished copy of Leave and License Agreement dated 10.02.2009. Thereafter, representative of the Official Liquidator visited the Old Registered Office of the company situated at Survey No.194, Ashima Complex, Part Karannagar, Kadi, Dist. Mehasana. On the site, officials of the Official Liquidator found that the said premises was sold by IFCI Ltd., in auction held by the DRT-I, in RP No.2310 in OA No.544 of 2000 vide order dated 21.11.2008. In support of the statement, owner of the premises submitted copies of supporting documents, deed and other evidences. Hence, the Officials of the Official Liquidator could not take possession of the said premises. Therefore official liquidator failed to take possession any assets of the company under liquidation.

5. The Official Liquidator has also stated that as per the balance certificate issued by the Chartered Accountant P. C. Rathod & Co. 19.03.2021 below funds available in the Company's Bank Account.

      Cash (           )           Bank (             )             FDR (           )
           NIL                            Nil                             Nil

6. It is further indicated that prior intimation letter for dissolution of the subject company was sent to Registrar of Companies, Gujarat regarding

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proposed dissolution vide letter dated 22.07.2019. In response of the said letter, Registrar of Companies, Gujarat vide letter dated 01.08.2019 informed that they are having no objection, if the company is dissolved by the High Court of Gujarat and also the Official Liquidator has also issued letters dated 18.03.2021 to Income-Tax Department, Secured Creditors , BSE Ltd., and Ex-directors of the subject company regarding proposed dissolution. However, in response of the aforesaid letters, the Office of the Official Liquidator has not received any reply from the concerned authorities.

7. 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.

8. 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

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the Companies (Court) Rules, 1959. It is further contended that in these circumstances, it is not possible for the Official Liquidator to further carry out the proceedings of winding up in the event of no fund and no assets of the company under liquidation is available. 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 proceedings before this Court.

9. The Official Liquidator, relying upon the auditor's certificate dated 19.03.2021, has contended that no funds are available in the Account of the Company. Moreover, no asset of the Company in liquidation is 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.

10. Having heard the learned advocate for the Official Liquidator and on perusal of the record of this report and in the 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. Bahuma Polytex Ltd. (In Liquidation.) is hereby dissolved under Section

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481 of the Act and the Official Liquidator attached to this Court stands discharged and is relieved as liquidator of M/s. Bahuma Polytex Ltd. (In Liquidation.). The official liquidator is also permitted to make the payment of Rs. 1500/- to M/s. P.C. Rathod & Co., Chartered Accountants towards preparation of Auditor's Certificate from Common Pool Account

11. In case of any difficulty, affected party, if aggrieved with the present order, may apply for reviewing the same as per the provisions of Section 559 of the Companies Act, 1956.

12. Accordingly, the report is allowed in the aforesaid terms.

(BHARGAV D. KARIA, J) ALI