Allowed

The Official Liquidator of M/S. Sree Pattabhi Forge Limited v. Nil

Andhra Pradesh HC6 Nov 2024COMPA/47/2024

Case brief

AI extract

What is this about?

This order dissolves M/s Sree Pattabhi Forge Limited (In Liquidation) upon the application of the Official Liquidator. The High Court, finding no assets, no workmen claims, and no court proceedings pending, terminated the winding-up process, dispensed with annual accounts, and permitted the destruction of records after five years.

What did the court decide?

Order to dissolve the company; permission to transfer balance funds and dispose/destroy books after five years; dispensation from auditing and filing final/annual accounts.

The Official Liquidator of M/S. Sree Pattabhi… — Company and Corporate | Andhra Pradesh HC (2024)

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IN THE HIGH COURT OF ANDHRA PRADESH :: AMARAVATI

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THURSDAY ,THE SEVENTH DAY OF NOVEMBER TWO THOUSAND AND TWENTY FOUR

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PRESENT

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THE HONOURABLE MS JUSTICE B S BHANUMATHI

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COMPANY APPLICATION NO: 47 OF 2024

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R.C.C No.1 of 1994

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In the matter of the Companies Act 1956

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And

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In the matter of M/s Sree Pattabhi Forge Limited (In Liqn)

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The Official Liquidator of M/S. Sree Pattabhi Forge^Limited, Attached to High Court of Telangana and Andhra Pradesh, 1st Floor, Corporate Bhawan, Bandlaguda, Nagole, Hyderabad-500 068.

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...Applicant

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Application under Section 481, 550 and 555 of the Companies^Act 1956 and read with Rules 281, 282 and 9 of the Companies (Courts) Rules, 1959 praying that the High Court may be pleased to

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I. form an opinion that the Official Liquidator cannot^{proceedwiththe} winding up and that it is just and reasonable in the^{circumstances} of the case to order for the dissolution of the company.

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take on record the half yearly accounts of the Company (In Liquidation) for the period from 01/04/2024 to 30/09/2024 enclosed vide Annexure-N dispense with the auditing of the Half Yearly Accounts of the company (In Liquidation) for the period from 01/04/2024 to 30/09/2024, since there is Nil transactions,

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IV. dispense with the filling of the Annual / Final accounts of the company (In Liquidation) in view of the filing of the^auditedHalf Yearly Accounts regularly in the company in liquidation,

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V. order that M/s.Sree Pattabhi Forge Ltd.(In Liquidation)^beordered to be dissolved with effect from the date of the order,

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VI. permit the Official Liquidator to dispose/destroy the books and records of the company any day after expiry of five years from the date of order of dissolution of the company as per^Section550of the Companies Act, 1956.

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VII. permit the Official Liquidator to incur the cost of this application be met from and out of Estate and Establishment Fund Account maintained by the Official Liquidator

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This Company Application coming on for orders, upon reading the Company Application and the affidavit dated 17/10/2024 filed by Sri Uttam Kumar Sahoo, Official Liquidator in support of the Company Application and upon hearing the arguments of Sri T V P Sai Vihari Standing^Counsel for the Official Liquidator.

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The Court made the following: ORDER

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APHC010459902024 IN THE high court of ANDHRA PRADESH at amaravati (Special Original Jurisdiction)

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[3311]

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THURSDAY, THE SEVENTH DAY OF NOVEMBER TWO THOUSAND AND TWENTY FOUR

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PRESENT

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THE honourable ms justice B S BHANUMATHI r.OMPANY APPLICATION NO: 47/2024

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Between: The Official Liquidator Of M/s. Sree Pattabhi Forge Limited AND Nil

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...appellant

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...RESPONDENT

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Counsel for the Appellant: 1.T V P SAl VIHARI(SC FOR OFFICIAL LIQUIDATOR) Counsel for the Respondent: 1. The Court made the following:

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ORDER:

On a reference made by BIFR, vide order, dated 15.12.1994, in RCC No.1 of 1994, the applicant, viz.. M/s Sree Pattabhi^ForgeLimited and the Official (in liquidation) had been ordered to be wound up Liquidator was appointed as its iiquidator. Consequent to the winding Official Liquidator issued preliminary notices to the up order, the Government authorities intimating the winding up order^andnoticesto 454 and 456 of the Companies Act the Ex-Directors under Section Act”) to submit the Statement of Affairs, assets. 1956 (for short “the books and records of the company in liquidation. As^{theEx-Directorsof} failed to file Statement of Affairs, a complaint vide the company filed and later, the C.A.No.107 of 1996 under section 454 of the Act was 02.09.1998 and submitted Ex.Directors filed Statement of Affairs on clarifications to the queries raised by the Official^Liquidator. This High application No. 107 of 1996 by order, dated Court disposed the company 23.11.1999.

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The APIDC and APSFC seized the assets of the company (in liquidation) comprising of immovable and movable assets situated at of Ananthapur District. The APIDC filed Bukkarayasamudram village No.152 of 1999 before this Fligh Court seeking company application

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permission to sell the assets of the company (in liquidation), viz., plant and machinery in accordance with the terms and conditions stipulated in the negotiation committee meeting held on 03.09.1998^{andtheminutes} of the board of directors meeting held on 12.12.1998 to M/s.Vinir Engineering Pvt. Ltd., for a total sale consideration of Rs.60 lakhs. By order, dated 17.06.1999, made in C.A.No.152 of 1999, this High Court permitted the APIDC to sell plant, machinery, furniture and buildings and land of the company (in liquidation) excluding^{thefixedassetsfora} consideration of Rs.60 lakhs to M/s. Vinir Engineering^{PrivateLimited} on certain terms and conditions including the deposit^of entire sale consideration in the account of the company (in liquidation).

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Against the order, dated 17.06.1999, made in C.A.No.152 of 1999, APIDC preferred an appeal vide O.S.A.No.35 of 1999 with regard to the direction for deposit of entire sale proceeds^{receivedfromthe} sale of the assets of the company (in liquidation). The division bench vide order, dated 18.08.1999, made in C.M.P.No.17058 of 1999 in O.S.A.No.35 of 1999, granted interim stay of operation^{ofthedirection} No.5 given in the impugned order, pending disposal of the appeal. Subsequently, the division bench, vide order dated 21.02.2002, disposed of the appeal finally recording that no workmen claim has been received upon invitation of claims from the creditors of the

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APIDC filed C.A.No.692 of 1999 in company (in liquidation). C.A.No.152 of 1999 in C.A.No.14 of 1996 seeking permission to transfer the assets of the company (in liquidation)^{comprisingplant,} machinery, furniture, land and buildings to M/s.Vinir^{ForgeandAllied} Products Private Limited, for a total consideration^{ofRs.60lakhs.} This Court, by order dated 26.11.1999, made in C.A.No.162^{of1999allowed} the application and permitted the APIDC to transfer^{theassetsofthe} company (in liquidation) to M/s. Vinir Forge and Allied^{ProductsPrivate} Limited for a total sale consideration of Rs.60 lakhs.

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& 4. The Ex-Managing Director, vide letters dated 23.01.2002 02.09.2002 furnished the details of loans & advances^{andstatedthat} the said amounts were adjusted by the relevant authority^towardstheir dues and no amounts are recoverable as on that date. Pursuant to the orders of the High Court, dated 28.04.1998, made in^{C.ANo.79of1998,} the Official Liquidator invited the claims from the creditors of the company (in liquidation) by publishing the notice in^{Vaartha,Telugu} daily newspaper on 06.05.1998 and Deccan Chronicle,^englishdaily newspaper on 08.05.1998 fixing the last date for submission^ofclaims as 26.05.1998. In response to the above publication, the Official Liquidator received only 02 belated claims from Commercial^TaxOfficer, Ananthapur and Customs, Central Excise & Service Tax,^Ananthapur

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<br>

Division and no workman claim has been received. The Official Liquidator has not adjudicated the claims received^{fromCommercial} Tax Office and Customs, Central Excise & Service Tax,^since it does not yield any result. 5. The Official Liquidator addressed a letter, dated 30.05.2024, to the secured creditors of the company (in liquidation), viz., APSFC, APIDC & SBI and informed that the Official Liquidator was proceeding to file application before the High Court for dissolution^ofthecompany (in liquidation) and requested them to send their objections, if any, against the dissolution of the company (in liquidation)^within15days from the date of receipt of the letter, failing which it would be deemed that they have no objection for the same.

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The half-yearly audited accounts with audited reports^asrequired under Section 462 of the Companies Act, 1956 were filed^beforethis Court upto 30.09.2022 and “no receipts & no payments”^fortheperiod from 01.10.2022 to 31.03.2023, 01.04.2023 to 20.09.2023 and 01.10.2023 to 31.03.2024 were filed to take the same on record. Further, the company (in liquidation) does not have^anysource of further realization.

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As on date, as no amount is available to the credit of the company (in liquidation) and as there is no asset^{availableinthename}

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of the company (in liquidation) for disposal, considering^{thatthewinding} up order was passed in the year 1994, more than 30^{yearsago,and,no} case is pending in any Courts and there is no further affair to be pursued by the Official Liquidator, the present application is filed to dissolve the company (in liquidation) and permit the^{OfficialLiquidatorto} deposit the amount available in the funds of the company^{inliquidation} after meeting all incidental expenses, audit fee etc.,^{totheCompanies} Liquidation Account under Section 555 of the Act r/w^Rule283ofthe Companies (Court) Rules, 1959.

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Considering the averments made in the affidavit, the^company application is allowed with the following directions.-

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Service of notice on the respondent herein, is i) dispensed with as Official Liquidator has already sought ‘No Objection Certificate’ from all the secured creditors^hereinas detailed in para No.9 of affidavit.

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As this Court is of the view that the Official Liquidator ii) cannot proceed with the winding up process, the dissolution of the company (in liquidation) is ordered.

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iii) Half yearly accounts for the periods from 01.10.2022 to to 31.03.2023, 01.04.2023 to 30.09.2023, and 01.10.2023 31.03.2024 (Affidavit Verifying Account) filed before^thisCourt are taken on record.

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iv) Auditing of Half yearly accounts is dispensed with as there are few transactions for the period from 01.04.2024^to 30.09.2024.

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V) Filing of the final/annual accounts of the company is dispensed with, in view of the filing of the audited/unaudited half yearly accounts, regularly in the company in liquidation.

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Vi) Payment of Central Government fee is dispensed with, in view of non-existence and non-realization of any^assetsof the company based on the statement of affairs. vii) The company M/s. Sree Pattabhi Forge Limited is dissolved with effect from the date of this Order. viii) Official Liquidator is permitted to transfer the balance amount to the Companies Liquidation Account as per^Section 555 of the Companies Act, 1956, after deducting the liquidation/incidental expenses, auditor’s fee etc.

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ix) Official Liquidator is permitted to dispose of/destroy the books of accounts and records of the company any day after expiry of five years from today, by preserving^theirsoft copy. X) Official Liquidator is permitted to incur the cost^ofthis application and other incidental expenses from the^fundsof the company (in liquidation).

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There shall be no order as to costs.

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As a sequel, pending miscellaneous applications, if any, shall

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stand closed.

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SD/- P VENKATA RAMANA JOINT REGISTRAR

//TRUE COPY//

SECTION OFFICER

To,

The Official Liquidator, M/s. DCL Maritech Ltd.,^{(inliqn.),Officeat} 1 St Floor, Corporate Bhawan, Nagole, Bandlaguda, Thattiannaram^Village, Hayathnagar Mandal, Ranga Reddy District, Telangana^{StatePinCode-} 500 680.

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The Registrar of Companies, Ministry of Corporate^{Affairs,Government} of India, 2'^'^ Floor, Corporate Bhawan, Nagole, Bandlaguda, Thattiannaram Village, Hayathnagar Mandal, Ranga Reddy District, Telangana State Pin Code-500 680

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The Regional Director, South Eastern Region, Ministry^ofCorporate Affairs, 3"'^ Floor, Corporate Bhawan, NOagole, Bandlaguda, Thattiannaram Village, Hayathnagar Mandal, Ranga Reddy District, Telangana State Pin Code-500 680.

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One CC to Sri T V P Sai Vihari, Counsel for Official^{Liquidator,High} Court for the State of Telangana and the State of Andhra^Pradesh

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[OPUC]

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Three CD Copies

Stu

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HIGH COURT /?

DATED: 07/11/2024

ORDER

COMPA.No.47 of 2024

t 0 “I MAR 2025
^ . Current Secuon .
^S5!:;£^ATCV^^

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ALLOWING THE COMPANY APPLICATION

The Official Liquidator of M/S. Sree Pattabhi Forge Limited v. Nil

Case brief

What is this about?

What did the court decide?

The Official Liquidator of M/S. Sree Pattabhi Forge Limited v. Nil

Case brief

What is this about?

What did the court decide?

What the court decided

A compact analysis

Issues for consideration

Statutes considered

Parties & counsel

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