M/S Astha Textile Company Private Limited v. No Respondent

THE HON'BLE SRI JUSTICE CHALLA KODANDA RAM COMPANY APPLICATION No. 11 OF 2019 O R D E R:

This Application is taken out by the Official Liquidator to bring on record the report filed, under Rule 9 of the Companies (Court) Rules, 1959 read with Section 497(6) of the Companies Act, 1956 (for short, 'the Act') and for passing further orders as to dissolution of M/s Astha Textile Company Private Limited.

The affidavit filed in support of the Judges Summons discloses that the company was under voluntary winding up as per the resolution of the members dated 12.12.2016. The said company was incorporated on 23.04.1993 and the balance sheet of the company as on 31.03.2016 shows assets and liabilities at Rs.52,67,081.89 Ps. It is stated that as per the Extraordinary General Meeting of the company held on 12.12.2016, a special resolution was passed for voluntary winding up and one Mr. L. Dhanamjaya Reddy, Company Secretaries, Proprietor of M/s L.D. Reddy & Co. was appointed as Liquidator. The said liquidator has taken up winding up process as per Section 497 of the Act. The winding up of the company was concluded on 27.04.2018. A copy of the final return (Original) was enclosed as Annexure-C.

The Official Liquidator has examined the said return and satisfied that the affairs of the company are not carried out in any manner prejudicial to its members or to the public interest. The return - Annexure-C referred to above, shows that in the process of liquidation, the liquidator has realized Rs.51,59,805/- and the said amount was specified in the table mentioned in the report. The liquidator has obtained no due certificate dated 14.08.2018 from the

Income Tax Department under Section 178 of the Income Tax Act, 1961 and the same was filed as Annexure-E. The report of the official liquidator, in paragraph 8, states that the final meeting of the members as required under Section 497 of the Act was held on 27.04.2018 and final statement of account was placed before the meeting and explained the conduct of the winding up proceedings. The resolution of the said final meeting was unanimously passed and the special resolution states as follows:

" Pursuant to the provisions of Section 497 of the Companies Act and subject to the provisions of Section 498 of the Companies Act, 1956, the accounts submitted before this final meeting of the shareholders by the Liquidator showing in detail and with supporting statement the manner in which the winding up has been conducted and the property of the company has been disposed of, be and is hereby approved and that the Liquidator be instructed to send a copy of the aforesaid accounts to the Registrar of Companies, Telangana and Andhra Pradesh, Hyderabad and to the Official Liquidator, Telangana and also send a return as to the holding of this meeting to each of them."

After considering the final statement of accounts, the final return - Annexure C and the requirement of Section 497(6) of the Act having been fulfilled, the said return is taken on record and it is directed that the company under liquidation shall stand dissolved. The Company Application is accordingly, allowed. ____________________________ CHALLA KODANDA RAM, J 30th April 2019 ksld