M/s. Farcom Cable Systems Pvt. Ltd. vs M/s. Reliance Engineers Ltd.

B. Manohar

This petition is filed u/s 433(e) and 434(1)(a) of the Companies Act, 1956 seeking for winding up of the respondent company for non payment of dues of the petitioner company and also sought for appointment of Official Liquidator attached to this court to take custody and charge of the assets of the respondent company.

In the petition it is averred that petitioner is a Private Limited Company registered under the provisions of the Companies Act having its registered office at 19th KM, Mysore Road, Anchepalya, Chellaghatta Road Cross, Bangalore 560 074, having engaged in the business of manufacturing PVC compound.

Respondent is a company incorporated and registered under the Companies Act, 1956 having its registered office at No. 120, Cunningham Road, Bangalore - 560 052. It was carrying on the business of consultancy engineers for the project of Cements, Steel, Rayon, Textiles, Power Transmission, Automotive chemicals and alike projects. They are manufacturing copper and metals based lead wires. The authorised share capital of the respondent company is Rs. .5,00,00,000/- (Rupees Five Crores Only) divided into 50,00,000 (Fifty Lakh) equity shares of Rs. .10/- each.

The respondent company ordered for supply of PVC compound. Accordingly, the petitioner company has supplied PVC compound under different invoices. The invoices are produced at ''A'' series. As on the date of filing of this petition, respondent is due Rs. .92,61,049/-.

Inspite of repeated reminders, said amount has not been paid.

The petitioner has also produced the delivery challan at ''B'' series with regard to supply of PVC compound and authorised officer of the respondent company has acknowledged the same and has signed the delivery challan. Inspite of repeated reminders, the latest one is dated 30.05 2008, the respondent company failed to pay the said amount. In view of that legal notice dated 15.10.2008 was issued u/s 434(1) of the Companies Act. Inspite of receipt of said notice no reply has been filed. In view of that, present company petition has been filed before this court on 27.1 1.2008 seeking for winding up of the company for non payment of dues. This court, issued notice on 16.12.008. Respondent entered appearance through the advocate on 20.02.2009. Subsequently the said advocate has retired from the case. Thereafter M/s.Dua Associates entered appearance on 27.02.2009. Inspite of granting sufficient time, objections has not been filed and no steps have been taken to pay the dues. On 17.08.2009 this court finally granted time till 21.08.2009 to file statement of objections. Inspite of granting opportunity, respondent has not filed objections. This court by order dated 21.08.2009 admitted the company petition and directed the petitioner to take out advertisement on or before 10.09.2009 indicating the date of hearing as 09.10.2009 in "The Hindu" English daily newspaper, Bangalore edition. Accordingly advertisement has been taken out in "The Hindu" newspaper and memo has been filed before court on 10.09.2009. Inspite of admission of the petition and advertisement, no steps have been taken to make the payment. The matter is being adjourned from 10.09.2009. On 25.11.2011 none appeared for respondent, the matter was adjourned to next week. On 02.12.2011 at the request of advocate appearing for respondent that they will settle the matter, case was adjourned to 09.12.2011. Respondent has not filed objections to the company petition. The material on record clearly discloses that petitioner has supplied the PVC compound and respondents have received the same. Inspite of repeated reminders and requests, the respondent failed to pay the dues to the petitioner. In view of that the company petition is filed seeking for winding up of the respondent company in the year 2008, after hearing the contesting parties, company petition was admitted and ordered for advertisement. Even after three years of filing of winding up petition, objections has not been filed by the respondent.

Advocate appearing for petitioner concluded his arguments and during the course of dictation the advocate appearing for respondent requested the court to permit him to file objections to the winding up petition and contending that PVC compound supplied by petitioner company has already been returned as it was of inferior quality and defective. No material has been produced to show that respondent has returned the goods to petitioner. In the absence of any material, the contention of respondent cannot be accepted. The material clearly discloses that respondent is due Rs. .92,61.,049/- to the petitioner company. In pursuant to the advertisement, nobody has filed objections to the winding up petition. Petitioner has made out a case for passing winding up order.

In the circumstances, I pass the following:

ORDER

Petition is hereby allowed.

Respondent company is ordered to be wound up. Official Liquidator attached to this court is appointed to take over the assets and liabilities of the respondent company,

Petitioner is directed to deposit a sum of Rs. . 25,000/- with Official Liquidator to meet the initial expenses of winding up proceedings.

Petitioner is directed to serve a copy of this order on the Registrar of Companies within 30 days.

Petitioner is further directed to take out: advertisement of this order in English daily "The Hindu", newspaper and Kannada daily "Vijaya Karnataka", newspaper within 15 days from the date of receipt of copy of the order.