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IN THE HIGH COURT OF JUDICATURE AT BOMBAY
ARIF S. DOCTOR
In the matter of Companies Act, 1 of 1956; And In the matter of M/s. Navinon Ltd. (In Liquidation) Zulfikar Akbarali Khoja, (Adult Indian Inhabitant) – Appellant
Versus
Official Liquidator, M/s. Navinon Ltd. (In Liquidation) – Respondent
JUDGMENT :
ARIF S. DOCTOR, J.
1. Since the issue that arises for consideration in the Official Liquidator’s Report (“OLR”) and the Interim Application are essentially two sides of the same coin, both the captioned proceedings were, with the consent of the Learned Counsel, heard together and are being disposed of by this common order.
2. The issue for consideration in both captioned proceedings is the validity of a Deed of Assignment dated 16th May 2019 (“the Deed of Assignment”), which assigned to the Applicants, a plot of land identified as - Lot No. 45, Old Survey No. 113 (Part), New Survey No. 165, measuring approximately 1,497 square metres, located in Tarapur Industrial Area, Boisar, Palghar (“the said land”), along with a building on it (“the said building”). The said land and building are collectively referred to as “the said property”. It is not in dispute that the said property belonged to a company known as Navinon Limited (“Navinon”).
3. The OLR seeks cancellation of the Deed of Assignment, while the Interim Application seeks its ratification.
4. However, before adverting to the rival contentions, it is necessary for context to set out the following facts:
i. On 3rd November
Transactions executed after the commencement of winding-up proceedings are void under Section 536(2) of the Companies Act unless validated by the court, reinforcing the need for evidence that such tr....
Section 536(2) of the Companies Act, 1956 allows the court to validate bona fide transactions made after the commencement of winding up, emphasizing the importance of protecting legitimate interests ....
The sale of property during winding up proceedings is void if executed without court sanction and with fraudulent intent to evade creditors' claims.
Sale of property by a company before winding up is void against the liquidator if it lacks good faith and adequate consideration, even if transactions are valid inter partes.
Share transfers made after the commencement of winding up are void unless sanctioned by the court, and must be justified as beneficial to the company.
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