1. Company Petition No.2/2000 under Section 45MC of Reserve Bank of India Act, 1934 (in short referred to as ‘the Act’) read with Part VII of the Companies Act is filed for This winding up of Company and for appointment of Official Liquidator by the Reserve Bank of India.

2. Company Petition Nos.260/1999, 261/1999, 259/1999, 258/1999, 257/1999, 214/1999 and 262/1999 are all by the depositors for winding up of Company under Section 439 read with Section 433(e) & (f) further read with Section 434 of the Companies Act.

3. Company Petition Nos.118/2005, 116/2005 and 117/2005 are by the holders of Redeemable Cumulative Preference shares. These petitions are filed under Section 433 (e) and (f) read with Section 434 of the Companies Act for winding up of respondent –company.

4. Depositors claim that they had deposited an amount of `1,00,000/- 10.6.1998 and the said amount is not refunded even after its maturity. Depositors had issued statutory notice on 8.7.1999, which was received by the Company on 27.7.1999, despite the receipt of notice, the Company has not made the payment, it has become incapable of paying the deposited amount whereas the holders of Redeemable Cumulative Preference shares (RCPS) claim that, they are holding 2000, 8000 and 2500 such shares respectively, neither the dividend nor the amount has been paid. Their holding up of shares is nothing but a deposit of money with the Company. Though notice was issued to the Company, however no amount has been paid, as such, the Company has become incapable of paying the amount along with dividend from 1997. The Company replied to the statutory notice stating therein that, Reserve Bank of India has filed a Company Petition for winding up and this Court has appointed a Committee consisting of Justice K.A. Swami, the then Chief Justice of Madras and Dr. K. Sreenivasan to look after the affairs of the Company, however, the Company is not aware of the terms of the appointment.

5. Since the Company did not make the payment despite the statutory notice, the petitioners claim that the Company has become incapable to repay and no purpose would be served in continuing the Company and sought for winding up of the Company.

6. Company Petition No.2/2000 is by the Reserve Bank of India (in short “R.B.I.”) seeking winding up of the Company interalia stating that, respondent – Company has become unable to pay the debt, is disqualified to carry on the business of non-banking financial institution under Section 45-IA of the Act, Company has been prohibited from receiving deposits, continuance of the non-banking financial company is detrimental to the public interest and to the interest of the depositors of the Company and accordingly, sought for winding up of the Company and for appointment of Official Liquidator.

7. In all these cases, the petitioners have sought for winding up of the respondent – Company, as such, the Company Petitions have been clubbed and heard together. For the purpose of disposal of these cases, facts as stated in Company Petition No.2/2000 are referred.

8. Petitioner – R.B.I. is a body corporate established under the provisions of the Act having its central office and branch office as mentioned in the cause title. R.B.I. is a regulatory authority for Non-Banking Financial Business in general and Company carrying on such business in particular. R.B.I. issues certificate of registration enabling financial companies i.e., Non-Banking Financial Companies (for short “NBFCs”) to carry on such business, prescribing prudential norms and directions prohibiting NBFCs from accepting the deposits. It has power to file a company petition for winding up under Section 45MC of the Act. Section 45-IA of the Act laid down that any company proposing to carry on the business of a non-banking financial institution as defined in Section 45-IC of the Act, can do so only after obtaining a certificate of registration under Chapter IIIB of the Act. Respondent – C