FAIZABAD ROOFING CO LTD Vs. STATE OF ALLAHABAD

JUDGEMENT

(1.) The abovenoted application has been filed by the official liquidator, under Section 481 of the Companies Act, 1956 ("the Act", in short), for dissolution of the company, Faizabad Roofing Company Ltd. (hereinafter referred to as "the company (in liquidation)").

(2.) The relevant facts, in brief, are that the company (in liquidation) was promoted as a joint sector enterprise by the U. P. Small Industries Corporation (U;P.S.I.C.) and a private entrepreneur in the year 1975. The company failed to run and a petition was filed by U.P.S.I.C. Ltd. for the winding up of the company. By order dated September 8, 1987, the petition was allowed and the company was ordered to be wound up. The official liquidator attached to this court was appointed the liquidator. Notices were issued by the liquidator to all the directors of the company (in liquidation) for filing the statement of affairs. However, only one of the nominee directors of the U.P.S.I.C., namely, R. K. Kapoor, filed a statement of affairs which was incomplete. Consequently, the official liquidator filed Company Application No. 22 of 1992, under Section 454(5) of the Act, praying that cognizance for default be taken against the directors of the company (in liquidation) for not filing the statement of affairs. To this application, a counter affidavit was filed by Sri R. K. Kapoor, who was one of the nominee directors of the company, U.P.S.I.C. and Sri V. K. Manoocha, who was one of the directors on behalf of the private entrepreneurs. In the counter-affidavit filed by R, K. Kapoor, it was stated that he was only a nominee director of the company and the affairs of the company were being managed by private entrepreneurs who were also in charge of the records of the company. The statement of affairs which was filed, was on the basis of the information available with the U.P.S.I.C. and further information could not be submitted as the records were not available with them. Sri V. K. Manoocha, in his counter-affidavit, stated that he has resigned from the directorship of the company in the year 1976, and had sent intimation to the effect to the U.P.S.I.C. as well as the State Bank of India. After the winding up order was passed and the notice was received by the official liquidator, he had conveyed the said fact to the official liquidator. It has been further stated that the company was being managed by the U.P.S.I.C. and the records should be in their possession.

(3.) While hearing the said application, this court had directed learned counsel appearing for U.P.S.LC. to get a chartered accountant appointed and to file the statement of affairs after inspecting the records from the office of the Registrar of Companies or the tax authorities. Efforts with regard to the same were made by the U.P.S.LC. but the chartered accountant also failed to get the required information as the relevant records were not available.