IN THE HIGH COURT OF DELHI
C. Hari Shankar, J.
In the Matter Of: Carmate India Private Limited (In Vol. Liqn.) - Appellant
Versus
. - Respondent
CO.PET. 10 of 2021
Decided On : 05-04-2021
| Table of Content |
|---|
| 1. petition for company dissolution and liquidation process (Para 1 , 2 , 3 , 4 , 5 , 6 , 7 , 8 , 9 , 10 , 11 , 12) |
| 2. compliance with statutory requirements verified (Para 13) |
| 3. order for winding up and dissolution granted (Para 14 , 15 , 16) |
1. This petition is filed under section 509 (6) of the Companies Act, 1956 (hereinafter referred to as "the Act") by the Official Liquidator (OL), seeking dissolution of the Company, Carmate India Private Limited (in creditors voluntary liquidation).
2. The said Company was incorporated under the provisions of the Companies Act, 1956 with the name "Carmate India Private Limited" with Registrar of Companies, NCT of Delhi & Haryana at Delhi on 8th August, 2012, (Eighth Day of August Two Thousand and Twelve) vide CIN No.U51909DL2012FTC239956 with an authorized capital of Rs.2,70,00,000 (Rupees Two Crores Seventy Lacs only) divided into 27,00,000 (Twenty Seven Lacs) equity share of Rs.10/- (Rupees Ten) each. The Paid-up Capital of the Company as per the Master Data available on the portal of MCA21 is Rs.2,50,00,000/- (Rupees Two Crores Fifty Lacs only).
3. The registered office of the company is situated within the territory of NCT of Delhi at 1st floor, The Great Eastern Centre, 70, Nehru Place, Behind IFCI Tower, New Delhi-110019.
4. The first promoters at the time of incorporation were CAR MATE Mfg. Co. Ltd & CAR MATE Logistic Co. Ltd.
5. At the time of Creditors Voluntary Winding up of the petitioner company, there were two equity shareholders. The directors at the time of Creditors Voluntary Winding-up were Shinichi Takeda, Shinobu Nakamura, Tadashi Shionuma, Takaaki Murata & Muneyoshi Kawahira. The financial position of the company as disclosed in the audited balance sheets ending as on 31st March, 2015 and 31st March, 2014 are also annexed to the petition.
6. Pursuant to the provisions of Section 500 (2) of the Companies Act, 1956, notice of meeting of creditors has been advertised by the company in the newspapers namely "Times of India" (English) & "Navbharat Times" (Hindi) on 21st May, 2016 and in "The Official Gazette" on 11th June, 2016, for the meeting of the creditors of the company to be held on 30th June, 2016.
7. The Extra Ordinary general meeting of the Company and a meeting the creditors of the Company was held on 30th June, 2016 and special resolution for voluntary winding up of the company by creditors was passed whereby Mr. Mukesh Singhal was appointed as the Voluntary Liquidator.
8. The notice of appointment of Voluntary Liquidator in Form 152 as required under Section 501 (1) read with Rule 315 of the Companies (Court) Rules, 1959 was filed with ROC, NCT of Delhi on 18th July, 2016. The Voluntary Liquidator has also given notice of his appointment in Form 151 as required U/S 516 of the Companies Act, 1956 read with Rule 315 of the Companies Court Rules, 1959, and the citations were published in the newspapers "Navbharat Times" (Hindi) and "Times of India" (English) on 22nd July, 2016 and in "The Official Gazette" on 6th August, 2016.
9. Further, pursuant to the provisions of Section 509 (2) of the Companies Act, 1956, read with Rule 329 of Companies (Court) Rules, 1959, the Voluntary Liquidator published the advertisement in Form 155 of the Companies (Court) Rules, 1959 in daily newspapers namely `The Hindu' (English) & `Veer Arjun' (Hindi) on 26th June, 2019 and in Official Gazette on 6th July, 2019 for the final meeting of the Company and Creditors to be held on 9th August, 2019.
10. The General Meeting of the Company and a meeting of creditors was held on 9th August, 2019. The Voluntary Liquidator placed the liquidators' accounts in Form 156 as prescribed under Rule 329 of the Companies (Court) Rules, 1959 for the period from 30th June, 2016 to 20th June, 2019. The Voluntary Liquidator filed Form 156 vide SRN H82005190 and Form 158 vide SRN H82006016 with the Registrar of Companies, NCT of Delhi & Haryana on 10th August
A company may be dissolved if it meets statutory requirements and has no outstanding liabilities, as confirmed by the Official Liquidator.
Company may be dissolved under Companies Act, 1956 if all procedural requirements are met and no outstanding liabilities exist.
The court affirmed compliance with statutory procedures under the Companies Act for dissolution of a company in voluntary liquidation, finding no unresolved claims or liabilities.
The main legal point established in the judgment is the court's authority to dissolve a company under Section 509(6) of the Companies Act, 1956, based on compliance with the voluntary winding up proc....
The central legal point established in the judgment is that the court may order the dissolution of a company in members voluntary liquidation if it is satisfied that all necessary compliance of relev....
The court confirmed the dissolution of a company under the Companies Act, affirming that necessary compliance with statutory requirements and obtaining No Dues Certificates were satisfactorily comple....
The dissolution of a Company, deemed a commercial decision, can proceed when no debts exist and all legal obligations have been fulfilled without prejudice to members or the public.
The court found that the company’s compliance with laws and absence of prejudice to stakeholders justified its dissolution under Section 497(6) of the Companies Act, 1956.
The court upheld the dissolution of a company under voluntary liquidation due to compliance with all statutory requirements as per Companies Act, confirming no outstanding dues and proper conduct of ....
Voluntary winding up and dissolution of a company under Section 497 of the Companies Act requires compliance with statutory provisions, validated by the Official Liquidator's satisfaction of no dues ....
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