JUDGMENT AND ORDER

1. Heard Mr. R. Hussain, learned counsel for the petitioner. Also heard Mr. S. R. Gogoi, learned counsel representing the respondent.

2. This company petition has been filed under sections 433 and 434 read with section 439 of the Companies Act, 1956 praying for issuance of an order for winding up the respondent-company on account of its inability to pay the admitted debt.

3. The factual matrix of the case, as projected through the pleadings, is that the petitioner-company is engaged in various business activities including transportation of cement manufactured in India or elsewhere. On 6.3.2010, the respondent-company, which is a company engaged in manufacturing of cement, had entered into an agreement with the petitioner-company appointing it as a Clearing and Forwarding (C&F) Agent exclusively for handling cement at the warehouses at Guwahati, Dibrugarh, Silchar, Agartala, Aizawl, Dimapur, Banderdewa, Bhalukpung, Shillong or at any other place as and when required. The said agreement was valid for a period of three years with effect from 1.1.2010 and had contained a provision for extension of the period of agreement on mutually agreed terms. The agreement dated 6.3.2010 contains various terms and conditions governing the rights and obligation of the parties including those pertaining to payment of monthly expenses for the warehouses, payment of bills on account of handling charges and the interest component payable thereon in case of delay in payment beyond the stipulated period.

4. Besides the aforesaid agreement dated 6.3.2010, the respondent had signed three other agreements on 1.4.2010 with the petitioner-company for transportation of cement packed in bags by road from its manufacturing plant at Lanka to various destinations by Trucks, by TATA 407 and by Bolero vehicles, respectively, as a carrier, in terms of the Carriage by Road Act, 2007. As per the terms and conditions contained in the agreements dated 1.4.2010, the petitioner was required to raise the bills along with Proof of Delivery (PoDs) on the first working day of every week and the respondent was required to pay the entire amount within 7 days of receiving the bills along with the PoDs, provided all the queries made by the respondent's regarding the bills are answered promptly and to the satisfaction of the respondent.

5. In terms of the aforesaid agreements, the parties had been engaged in regular business activities involving various bilateral transactions. According to the statements made in the petition, the petitioner-company had raised bills from time-to-time and the payments were also clear by the respondent-company as per the terms of the respective contract agreements.

6. On 21.12.2012 the representative of the respondent-company had forwarded a copy of the reconciliation statement to the petitioner-company indicating the amount reflected in the books of account of the respondent-company as well as the petitioner-company, as on 18.12.2012. By forwarding the aforesaid reconciliation statement the respondent had apparently asked for some more time to clear the amount as there was shortage of fund faced by it. But despite time having been granted by the petitioner, instead of making payment of the outstanding dues, the respondent had completely stopped clearing the outstanding bills of the petitioner. According to the petitioner, the projection made in the reconciliation statement showing the amount that was due and payable to the petitioner-company was a clear admission of the debt of the respondent towards the petitioner. As per the reconciliation statement the respondent had failed to make payment of a sum of Rs. 1,88,77,663 being the principal amount due and payable to the petitioner as on 18.12.2012.- Hence, a demand notice was issued by the petitioner to the respondent on 15.3.2014 demanding payment of an amount of Rs. 3,66,05,586 which amount had included the sum of Rs. 1,77,27,923 as interest payable on the principal sum of Rs. 1,88