( 1 ) THE petitioners, who are the shareholders of Saraya Sugar Mills Ltd. (respondent No. 1), holding amongst themselves 35. 7 per cent. shares, have filed this petition for the winding up of respondent No. 1 under Section 433 (1) (f) of the Companies Act, 1956, on the ground that it is just and equitable to wind up the said company. They have further prayed that the official liquidator be appointed as the provisional liquidator to take charge of the assets of the company.

( 2 ) THE relevant facts, as set out in the petition, are that the respondent-company was originally a partnership concern of Majithia family of which Sir Sundar Singh Majithia was the head. The partnership was made on August 21, 1944, between Lady Parson Kaur, widow of the late Sir sundar Singh Majithia and her sons, namely, Surendra Singh Majithia, Sardar Surjeet Singh majithia and the sons of a deceased son, Kirpal Singh, namely, Gur Nihal Singh Majithia and dilip Singh Majithia. In the year 1956, the partnership business was converted into a private limited company and, subsequently, in the year 1974, it was made a public limited company. The said company after its incorporation in the year