A company can be dissolved upon fulfilling the legal requirements of voluntary liquidation and obtaining no dues certification, with indemnity for future claims ensured by the contributory.

ORDER (Oral)

(Video-Conferencing)

1. This is a Company Petition, preferred under Section 497 (6) of the Companies Act, 1956. The prayer made in the petition is that the petitioner Company, i.e. Rites Infrastructure Services Limited, be dissolved from the date of the filing of the instant petition, i.e. 24th December, 2020.

2. The record shows that the petitioner Company was incorporated on 27th April, 2010, with the Registrar of Companies, NCT of Delhi and Haryana. The Corporate Identity Number of the Company is U45200DL2010GOI202067. The registered office of the petitioner Company is stated to be situated within the territory of the NCT of Delhi, at SCOPE Minar, Laxmi Nagar, New Delhi-110092.

3. The authorised share capital of the Company is Rs.5,00,00,000/- (Rupees Five Crore Only) divided into 50,00,000 (Fifty Lakh) Equity shares of Rs.10/- (Rupees Hundred) each. The record shows that the paid-up share capital of the Company is Rs.5,00,000/- (Rupees Five Lakhs) divided into 50,000 (Fifty Thousand) Equity shares of Rs.10/- (Rupees Ten) each fully paid up. As per the records, RITES Limited holds 49,994 shares and Sh. Ajay Kumar Garg, Sh. Kamal Kishore Garg, Sh. Alok Garg, Sh. Hari Kumar Bali, Sh. Pawan Kumar Gupta and Sh. Parmod Kumar Narang hold one share each.

4. The directors of the Company in issue, as on the date of passing the resolution of voluntary winding up, were Hari Kumar Bali, Kamal Kishore Gupta, Alok Garg, Mallikarjuna Rao Venkata Bhadriraju and Pramod Kumar Narang.

5. The Board of Directors of the Company, in their meeting held on 21st October, 2016, executed and approved a declaration of solvency under Section 488, which stated that after having made a full inquiry into the affairs of the Company, an opinion had been formed that the Company had no debts. The declaration of solvency was accompanied with a statement of the Company's assets and liabilities as on 30th September, 2016, being the latest practicable date before making of their declaration. The said declaration was filed with the Registrar of Companies, NCT of Delhi & Haryana, New Delhi, in Form 149, as prescribed under Rule 313 of the Companies (Court) Rules, 1959 and Section 488 of the Companies Act, 1956, on 22nd October, 2016.

6. An extra-ordinary general meeting of the members of the Company was held on 28th November, 2016, at the registered office of the Company, where a special resolution for the voluntary liquidation of the Company was passed and one Mr. Akhil Rastogi was appointed as the Voluntary Liquidator of the Company.

7. The notification of the appointment of the Voluntary Liquidator, as required under Section 516 of the Companies Act, 1956, read with Rule 315 of the Companies (Court) Rules, 1959 in Form No. 151, was published in the Official Gazette on 7th October, 2017 and in the newspaper "Business Standard"(English and Hindi editions) on 10th December, 2016. Further, the Voluntary Liquidator had filed notice of his appointment, in Form 152, with the Registrar of Companies, on 8th December, 2016.

8. The Voluntary Liquidator, as required under Section 497 of the Companies Act, 1956, read with Rule 329, published the notification, in Form No. 155, regarding the holding of the final general meeting, on 23rd September, 2019, in the newspaper, "Business Standard" (English and Hindi editions) on 15th July, 2019 and in the Official Gazette on 20th July, 2019.

9. The final extraordinary general meeting of the Company was held on 23rd September, 2019.

10. The Voluntary Liquidator has filed accounts of the Company in Form No. 156 and 157, as prescribed under Rule 329 and 331 of the Co