UDAIBHAN INDUSTRIES LTD Vs. STATE

JUDGEMENT

(1.) THIS is a petition u/s 522 of the Indian Companies Act, 1955 (hereinafter called the Act) by the liquidator of Sri Udaibhan Industries Limited, Dholpur (hereinafter called the company) for continuing the voluntary winding up of the company subject to the supervision of this Court. The company has its registered office at Dholpur in the district of Bharatpur According to the petition the members and creditors of the company in their respective meetings dated 2nd December, 1956 at Kotah resolved to wind up the company voluntarily and appointed Sri Hardit Singh as its liquidator for the purpose of winding up. The petition further says that the members by a special resolution passed in the extraordinary general meeting held at Kotah on 2nd December, 1956 advised the liquidator to make an application u/s 522 of the Act to the court for supervision order. It has been stated that the affairs of the company being complicated it appears very difficult to carry on the effective winding up of the company without the supervision of the court. It has therefore been prayed that a supervision order may be made to the effect that the voluntary winding up shall continue subject to the supervision of the court or any other relief may be given which may be found just and proper under the circumstances.

(2.) NOTICES were issued in accordance with Rule 556 of the Rules of this Court. None of the members or the creditors of the company excepting the State of Rajasthan (hereinafter called the State) has appeared to contest the petition. The objection of the State is that there was no valid notice of the meeting of the creditors nor was it advertised either in the official gazette or in any news paper and that from the resolution passed on 2nd December, 1956 it does not appear as to whether full statement of the company's affairs together with the estimated amount of their claims was placed before their meeting. It has been stated that from the resolution it appears that neither the notice of the resolution moved by the members nor that of the meeting of the creditors was given due publicity. It has further been pleaded that the members present in the meeting knowingly and fraudulently suppressed the fact that the company in addition to other liabilities was also liable to pay the Government dues amounting to Rs. 1,55,189/9/9 in respect of the customs dues. It has also been pleaded that the liquidator appointed was not a fit person to be appointed as such and that his appointment was not for the benefit of the creditors and for the good of all concerned. It has been submitted that even if the Court finds the resolution regarding the voluntary winding up to be valid, the present liquidator was unfit to continue as such and that he should be removed.