PARMETEX INC Vs. PUNJAB CON-CAST STEELS LIMITED

JUDGEMENT

(1.) THIS petition has been filed under sections 433, 434 and 439 of the Companies Act, 1956 (for short, "the Act"), for the winding up of Punjab Con-Cast Steels Limited, a public limited company incorporated under the Act with its registered office at 1, Focal Point, Ludhiana, in the State of Punjab (hereinafter called "the company") on the ground that it is unable to pay its debts.

(2.) THE petitioner is also a company incorporated under the laws of the United States of America with its registered office at 93, Nottingham Square, Hackettstown, New Jersey (U. S. A. ). It is engaged in the export of shredded scrap to various steel plants in India. It is not in controversy that the parties have been entering into contracts from time to time for the supply and purchase of waste and scrap for remelting (melting scrap) of all grades of non-alloy steel carbon steel shredded scrap. The case as set up in the petition is that the company placed five purchase orders on the petitioner for the supply of shredded scrap as aforesaid the particulars of which have been mentioned in para 7 of the petition. It is further stated that the petitioner shipped the material from the United States of America by chartered ships to Kandla Seaport in the State of Gujarat. The material is said to have been cleared by the clearing agents of the company after its arrival at Kandla. It is also alleged that there was sufficient delay on the part of the company in clearing the goods after their arrival at Kandla and as per the terms of the contract between the parties the demurrage amount was liable to be paid by it which amounted to 345,851. 64 US dollars. According to the terms of the contract, all payments were to be made to the petitioner in US dollars which had to be released on the directions of the Reserve Bank of India. In support of its case the petitioner has placed reliance on the alleged contracts entered into between the parties and also on the debit notes prepared by the petitioner debiting the aforesaid amount to the account of the company which documents are said to have been confirmed by the company. Copies of these documents have been produced with the petition as annexures.

(3.) IN the reply filed by the company the execution of the contracts/ purchase orders referred to in para 7 of the petition (annexures P1-A to P1-E with the petition) has been denied. It was stated that even though the company had been doing business with the petitioner it never placed the alleged five purchase orders nor executed any contracts in this regard and, therefore, it denied its liability to pay any demurrage whatsoever. Thereafter, the petitioner filed Company Application No. 97 of 1992 seeking permission of this court to place on record four letters allegedly written by the company to the Reserve Bank of India for the release of foreign exchange to be paid to the petitioner by way of demurrage. Notice of this application was given to the company which filed a detailed reply denying having written these letters. The application was allowed and the documents were permitted to be placed on record and the reply of the company to the application was ordered to be read as part of its written statement. Since the company was challenging the authority of S. D. Ajgaon-kar to file the petition on behalf of the petitioner-company it was directed to file an amended written statement. Accordingly an amended written statement has been filed.