AVENTIS CROPSCIENCE INDIA LTD. Vs. NILGIRIS FERTILIZERS LTD.

JUDGEMENT

(1.) THE petitioner M/s. Aventis Cropscience India Limited, formerly known as AgrEvo India Limited is a public limited company has filed the present petition for winding up of the respondent company under Sections 433(e) and (f) read with Sections 434(1)(a) and 439(1)(b) of the Companies Act, 1956 and for appointment of Official Liquidator as Liquidator.

(2.) THE respondent is a private limited company with authorised share capital of Rs. 1,25,000 nominal value being Rs. 10 preferential shares of Rs. 1,25,000 of Rs. 10 each. The total issued, subscribed and paid up capital is Rs. 25,00,000.

(3.) IT is the case of the respondent company that originally, the respondent was appointed as Distributor of Hoechst India Limited for plant protection products to operate in Coimbatore District and part of Nilgiris District. Subsequently, the said Division was taken over by Hoechst Schering AgrEvo India Limited. Later, the petitioner company was named as AgrEvo Limited and it has once again changed its name as Aventis Cropscience India Limited as described in the petition. It is stated by the respondent that the petitioner company, with its different name has been supplying the products, however, it is not correct to say that the respondent has failed to make payment towards value of the bills for the period from 31 -8 -1998 to 22 -12 -1998 to the tune of Rs. 14,87,457.37. It is also the case of the respondent that the petitioner has suppressed the fact that a payment of Rs. 25 lakhs was made by the respondent company by way of cheque in April 1999 towards balance of Rs. 16,24,566.16 as on 31 -3 -3999. Thereafter, no transaction between the petitioner and the respondent, but the petitioner company has unilaterally and unauthoriscdly appropriated substantial portion of the amount towards the alleged due of partnership firm of the petitioner concern, which is totally a different entity. The respondent further stated that they have asked receipt for the entire sum of Rs. 25 lakhs for which there was no reply by the petitioner. After adjusting the amount of Rs. 16,24,566.16, the respondent would have a credit of Rs. 8,75,433.84, which amount is retained for future supply of goods, but the petitioner company has not effected supply, which resulted in heavy loss and damages to the respondent company. It is also stated by the respondent that they are not liable to pay any amount or interest as claimed by the petitioner; on the other band, the petitioner company owe a sum of Rs. 8,75,433.84 to the respondent company.