The court upheld the voluntary dissolution of a company under the Companies Act, confirming compliance with all necessary statutory requirements for liquidation.

ORDER (Oral)

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 subject company, i.e. Software Moguls India Private Limited, be dissolved from the date of the filing of the instant petition, i.e. 4th February, 2021.

2. The record shows that the subject Company was incorporated on 19th November, 1987, with the Registrar of Companies, NCT of Delhi and Haryana. The Corporate Identity Number of the Company is U74899DL1987PTC029822. The registered office of the subject Company is stated to be situated within the territory of the NCT of Delhi, at D-1/55, Vasant Vihar, New Delhi-110057.

3. The authorised share capital of the company is Rs.1,00,00,000/- (Rupees One Crore Only) divided into 1,00,000 (One Lakh) Equity shares of Rs.100/- (Rupees Hundred) each. The record shows that the paid-up Share capital of the Company is Rs.47,43,200/- (Rupees Forty-Seven Lakh, Forty-Three Thousand and Two Hundred Only). As per the records, Web Valley Inc. holds shares worth Rs.26,90,252/- Sunbhash Arora, Keshav Kumar Garg, Satya P Garg, Aseem Garg, Akash Garg, Indu Garg and Sarika Garg each hold shares worth Rs.1100/-, NSP International India (P) Ltd. holds shares worth Rs.10,85,972/-, Ranjana Garg holds shares worth Rs.2,53,394/- and Aanchal Garg holds shares worth Rs.7,05,882/-.

4. The directors of the Company in issue, as on the date of passing the resolution of voluntary winding up, were Keshav Kumar Garg and Abhishek Garg.

5. The Board of Directors of the Company, in their meeting held on 17th January, 2011, executed and approved a declaration of Solvency under Section 488 of the Companies Act, 1956, which stated that after having made a full inquiry into the affairs of the company, an opinion had been formed that the company would be able to pay its debts in full, within a period of 3 months from the commencement of winding up. The declaration of solvency was accompanied with a statement of the company's assets and liabilities as on 31st December, 2010, 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 2nd June, 2011.

6. An extra-ordinary general meeting of the members of the Company was held on 23rd February, 2011, at the registered office of the Company, where a special resolution for the voluntary liquidation of the company was passed and one Mr. Indrajeet Soni, Chartered Accountant 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 May, 2011 and in the newspaper "The Statesman"(English edition) on 2nd March, 2011 and "Veer Arjun" (Hindi edition) on 11th March, 2011. Further, the Voluntary Liquidator had filed notice of his appointment, in Form 152, with the Registrar of Companies, on 18th May, 2011.

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 9th December, 2016, in the newspaper, "The Pioneer" (English and Hindi editions) on 17th October, 2016 and in the Official Gazette on 26th November, 2016. As the winding up of the company was contin