( 1 ) THE petitioner, Banaras Beads Ltd. , filed this petition for winding up Shrishti Carriers Private limited having its registered office at 24/56 Birhana Road, Kanpur (hereinafter referred to as "the company" ).

( 2 ) THE version of the petitioner is that it entered into an agreement on May 17, 1995, with the respondent-company whereby it agreed to make available the required funds to the company for subscription to the rights issue of 12 per cent. fully convertible debentures of Shrishti Videocorp ltd. and the company had agreed to repay the petitioners the fund so arranged by it within 180 days. As the nature of the agreement is relevant it is quoted below :

"this agreement made this the seventeenth day of May in the year one thousand nine hundred ninety-five between Shrishti Carriers Pvt. Ltd. , having its corporate office at 502, Som Datt chambers 1, 5, Bhikaji Cama Place, New Delhi 110 066, party of the first part hereinafter referred to as the principal (which expression shall unless excluded by and/or repugnant to the subject and/or context shall include its directors, agents, employees, nominees and/or assigns)and Banaras Beads Ltd. , of A/1, Industrial