JUDGMENT :

Prakash Shrivastava, J.

1. These appeals are directed against the order of the learned Company Judge dated 04th December, 2019 in C.P. No.2 of 1987.

2. Against the above order of Company Judge, one of the aggrieved party had filed SLP (C) No. 11476/2020 before the Hon’ble Supreme Court which was disposed of by order dated 24.03.2021 with certain directions including the direction to decide the matter expeditiously. On account of restricted hearing due to COVID-19 the matter could not be heard at that time and has been heard finally after commencement of physical hearing. Arguments at length have been advanced by learned counsel for the parties.

3. This case has a chequered history, therefore, before entering into the merits of the matter it would be appropriate to ascertain the present status of the company petition.

4. The initial fact of incorporation of Baranagore Jute Factory PLC is noted in the judgment dated 11th November, 2009 of the Hon’ble Supreme Court of Judicature, Court of Appeal (Civil Division) in appeal from the High Court of Chancery Division in Appeal No. A3/2009/0423 in the matter of Chaitan Chowdhury and Others vs. Damodar Prasad Bhattar and Others reported in 2010 (2) All ER 103 as under :

“2. The Company was incorporated in England on 22 July 1872 under the Companies Act 1862 for the purpose of carrying on the business of jute manufacturers at Barnagore, near Calcutta, in what is now the Republic of India. That remains the sole business of the Company. It is common ground that the Company has, now, no connection with England; save that it was incorporated here, maintains its registered office in London and is required to make annual returns to Companies House.”

5. C.P. No. 2 of 1987 was filed at the instance of a Partnership Firm being the creditor for winding up of the Baranagore Jute Factory PLC (for short, ‘BJF’) on the ground that BJF had failed to repay its debt.

6. The Company Judge by order dated 11th of February, 1987 had admitted the company petition subject to the scrutiny and had given directions for publication of advertisements. By the same order the Company Court had stayed its order for one week. The order dated 11th February, 1987 reads as under :

“Under these circumstances, this court admits this petition, subject to scrutiny, for the principal sum of Rs.13,13,751.51 together with interest and cost of this application assessed at 80 Gms. This court gives necessary direction for publication of advertisement once in The Statesman and once in the Jugantar. Insertion in the official gazette is dispensed with. This application is made returnable 8 (eight) weeks hence. This court, however, stays the operation of this order for one week and directs the advocate-on-record of the petitioning creditor Mr. R. K. Fugalia to serve a copy of this order upon the company and also upon the workers who have entered appearance through Mr. Niharendu Duttt Majumdar. All parties to act on a signed copy of the minutes of this order on the usual undertaking.”

7. Thereafter on 28th October, 1987, the learned Company Judge had passed the order in terms of prayer (a) and (b) of the company petition and directed that the Official Liquidator will take possession on a signed copy of the minutes. Prayer clause (a) of the Company Petition is to wind up the BJF in terms of the provisions of the COMPANIES ACT , 1956 (for short, “the Act”). In that order, it was noted that the claim of the petitioning creditor for the goods sol