Bopanna, J.—This Petition is filed by the State Bank of India (hereinafter referred to as 'the Bank') having its Branch Office at J.C. Road, Bangalore, under the provisions of Section 439(i)(b) read with Section 433(e) and (f) of the Companies Act 1956 (in short 'the Act') praying for the winding up of the respondent company Hegde & Golay Limited (in short 'HGL') and for other incidental reliefs.

1.1 HGL was incorporated on 2/7/1965 under the Act initially as a Private Limited Company, limited by shares. It became a public Limited Company with effect from 27/6/1974 by virtue, of the provisions of Section 43A of the Act. Its nominal capital is Rs 50 lakhs divided into 50,000 equity shares of Rs 100/-each. The issued and paid-up capital or credited as paid-up is Rs 50 lakhs. HGL, among other things, is engaged in the manufacture and sale of various types of horological instruments both electronic and mechanical, printed circuits, their accessories and parts.

2. It is the case of the Bank that HGL in order to augment its manufacturing and trading activities applied to it for various cash credit advances. It represented to the Bank that it was engaged in the manufacture of watches a