The Companies Act allows for the dissolution of a solvent company following compliance with specified procedures, ensuring the protection of interests without outstanding debts.

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. Sage Fincon Private Limited, be dissolved from the date of the filing of the instant petition, i.e. 19th March, 2021.

2. The record shows that the subject Company was incorporated on 29th July, 2003, with the Registrar of Companies, NCT of Delhi and Haryana. The Corporate Identity Number of the Company is U67190DL2003PTC121522. The registered office of the subject Company is stated to be situated within the territory of the NCT of Delhi, at G-2, Hauz Khas, New Delhi- 110016.

3. The authorised share capital of the company is Rs.2,50,00,000/- divided into 25,00,000 Equity shares of Rs. 10/- (Rupees Ten) each. The record shows that one Mr. Rajit Seth held 12,55,000 equity shares and R.N. Seth & Associates Pvt. Ltd. held 12,45,000 shares.

4. The directors of the Company in issue, as on the date of passing the resolution of voluntary winding up, were Rajit Seth and Jayanti Seth.

5. The Board of Directors of the Company, in their meeting held on 17th November, 2014, 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 by the board of directors 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, 2014, 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 19th December, 2014.

6. An extra-ordinary general meeting of the members of the Company was held on 05th January, 2015, at the registered office of the Company, where a special resolution for the voluntary liquidation of the company was passed and one Mr. Ranbir Singh Saluja 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 07th February, 2015 and in the newspaper "Business Standard"(English edition and Hindi edition) on 09th January, 2015. Further, the Voluntary Liquidator had filed notice of his appointment, in Form 152, with the Registrar of Companies, on 20th March, 2015.

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 15th May, 2015 in the newspapers, "Business Standard"(English edition and Hindi edition) on 20th April, 2015 and in the Official Gazette on 16th May, 2015.

9. The final extraordinary general meeting of the Company was held on 15th May, 2015.

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 Companies (Court) Rules, 1959, for the period from 05th January, 2015 to 15th May, 2015 before the Registrar of Companies, NCT of Delhi and Haryana, on 18th May, 2015. As per the statement of accounts of the winding up process, a sum of Rs. 3,00,82,992/- was recovered during the winding up process. A sum of Rs. 1,68,540/- was expended towards the remuneration of the liquidator, Rs. 67,416/- towards legal charges, Rs. 35,489 towards the cost of publication of notices and Rs. 61,547/- on incidental outlays. A sum of Rs. 2,97,50,000/- was returned to the contributories.

11. The Voluntary Liquidator has filed a no dues certificate, dated 25th December, 2015, stating that there were no outstanding statutory dues against the company.

12. The Voluntary Liqu