The court can dissolve a company when all affairs are wound up or when liquidation cannot proceed due to lack of funds, as per Section 481 of the Companies Act, 1956.

ORDER

Heard learned advocate Ms.Reeta Chandarana for the applicant – Official Liquidator.

2. The applicant – Official Liquidator of M/s.Vidhi Synthetics Private Limited (In Liqn.) has prayed for permission to dissolve the company in liquidation. It is also prayed to discharge the Official Liquidator of the company in liquidation attached to this Court from his duties.

2.1 The above prayer is made under Section 481 of the Companies Act, 1956 . This provision provides for dissolution of the company and says that when the affairs of the company has been completely wound up or when the Court is of the opinion that the Liquidator could not proceed with the winding up of company for want of funds and assets or for any other reason whatsoever and it is just and reasonable in the circumstances of the case that the order of dissolution shall be made, the Court shall make such order dissolving the company from the date of the order and the company shall stand dissolved accordingly.

3. M/s.Vidhi Synthetics Private Limited was sent into liquidation as per order dated 13th March, 2001 of the Company Court passed in Company Petition No.77 of 2000, when the Official Liquidator attached to this Court was appointed, who took charge of the assets and made inventories of the assets and properties. The staff was deputed by the Official Liquidator to carry out functions on the basis of the records and proceedings maintained by the Registrar of Companies, search was taken out.

3.1 Two properties were found - (i) Registered office at 10-A, Amar Society, Kankaria Balvatika, Maninagar, Ahmedabad and (ii) Factory at Plot No.81/1/P, Phase 1, Near Water Tank, Behind Kakam Industries, Vatva GIDC, Vatva, Ahmedabad. The company in liquidation had the directors named Smt.Harsha Rajesh Dave and Shri Rajesh H. Dave. By order dated 11th March, 2004 in OLR No.73 of 2003 of this Court, Official Liquidator carried out the valuation of assets and properties of the company in liquidation through government approved valuer. The Official Liquidator carried out the valuation of the above property. As it was indicated in the certificate dated 11th August, 2004 issued by the Regional Manager, GIDC, that the plot mentioned above was held by one Maharaja Synthetics Private Limited, Official Liquidator was required by this Court to verify the status of the said property.

3.2 The Official Liquidator addressed a letter to the Regional Manager, GIDC, for verification of Plot No.81/1/P, Vatva GIDC. GIDC stated in its letter dated 23rd November, 2005 that the plot has been transferred in the name of M/s.Maharaja Synthetics Private Limited on 25th March, 1988 and as per the records available with GIDC, the company in liquidation-M/s.Vidhy Synthetics Private Limited never held the said plot.

3.3 It is stated by the Official Liquidator that he took possession of the said plot upon verification and identification by both the Directors. It is stated by the Official Liquidator that Directors have neither filed statement under Section 454 of the Companies Act, 1956 nor they appeared before the Official Liquidator for recording their statement under Rule 130 of the Companies (Court) Rules, 1959, which led the Official Liquidator to file criminal case for non-compliance of the said provisions.

3.4 As far as the office property at 10-A, Amar Society, Maninagar, Ahmedabad, this Court by order dated 12th September, 2013 in OLR No.7 of 2003 directed the Official Liquidator to get the relevant revenue record and thereafter take appropriate steps i