PR. COMMISSIONER OF INCOME TAX, DELHI-2, vs. M/S BSES RAJDHANI POWER LTD.

This petition is filed under section 497(6) of the Companies Act, 1956 (herein referred to as “the Act”) by the Official Liquidator, seeking dissolution of the Company, M.B. Propbuild (in members voluntary liquidation). 2. The said Company was incorporated under the provisions of the Companies Act, 1956 with the name M.B. Traxim Private Limited with Registrar of Companies, NCT of Delhi & Haryana at Delhi on 27.05.2005 vide CIN No. U51909DL2005PTC136822 and on 02.06.2006 from M.B. Traxim India Private Limited to M.B. Propbuild. The company has an authorized capital is Rs.1,00,00,000 divided into 10,00,000 equity share of Rs. 10/- each. The Paid-up Capital of the Company as per the Master Date available on the portal of MCA 21 is Rs.90,90,000/-.

The registered office of the company is situated within the territory of NCT of Delhi at N-98-B, Near Thappar House, Sainik Farm South, New Delhi – 110062. 4. The first promoters at the time of incorporation were Mr. Madan Walia and Mr. Bunty Walia. 5. At the time of Members Voluntary Winding up of the petitioner company, there were three shareholders. The directors at the time of Members Voluntary Winding-up were Mr. Madan Walia and Mr. Bunty Walia. The financial position of the company is disclosed in the audited balance sheets ending as on 31.03.2015 & 31.03.2014 which are also annexed to the petition. 6. The prescribed Form No. 149 for the Declaration of Solvency was filed with the Registrar of Companies on 27.01.2016 vide SRN No. C76763697. 7. Pursuant to the provisions of Section 484 (1) of the Act and other applicable provisions of the Act, the Extra Ordinary General Meeting of the Members of said company was held on 16.02.2016and a special resolution was passed whereby Mr. Amit Agrawal was appointed as the Voluntary Liquidator of the Company. In this regard Form MGT-14 was filed with the Registrar of Companies. 8. That as per the requirement of Section 485 of the Act, the Company has published a notification in newspapers namely „Business Standard‟ (English) and (Hindi) on 26.02.2016 and in „The Official Gazette‟ on 19.03.2016.

The notice of appointment of Voluntary Liquidator in Form 152 as required under Section 493 read with Rule 315 of the Companies (Court) Rules, 1959 was filed with the Registrar of Companies. The Voluntary Liquidator had also published Form 151 of his appointment as Voluntary Liquidator. 10. Further, pursuant to the provisions of Section 497 of the Act, the Liquidator has also published Form No.155 in the newspapers namely „Financial Express‟ (English) & „Jansatta‟ (Hindi) on 16.01.2019 and in Official Gazette (English & Hindi) on 26.01.2019 for the final meeting to be held on 13.02.2019. 11. The Final Meeting of the said company was held on 13.02.2019and the Voluntary Liquidator filed accounts of the said Company in Form No. 156 & 157 as prescribed under Rule 329 & 331 of the Companies (Court) Rules, 1959 for the period from 16.02.2016 to 14.01.2019 with the Registrar of Companies, NCT of Delhi & Haryana in Form 156 vide SRN: H44681294 dated 13.02.2019 & Form 157 vide SRN: H44681682 dated 13.02.2019 and with the Official Liquidator on 14.02.2019. 12. The Official Liquidator has received No Dues Certificate from Income Tax Department and No Objection has been received from the Registrar of Companies. 13. The Voluntary Liquidator Mr. Amit Agrawal and Directors Mr. Madan Walia & Mr. Bunty Walia, have filed Indemnity bonds and Affidavit dated 13.02.2019 & 10.08.2016 respectively undertaking :

The Official Liquidator is also satisfied that the necessary compliance of Section 497 and other relevant provisions of the Act have been made and the affairs of the said company have not been conducted in a manner prejudicial to the interest of its members or to the public interest and the said company may be dissolved. 15. In view of the foregoing and in view of the satisfaction accorded by the Official Liquidator by way of the present petition, the said company is hereby wound up and shall be deemed to be dissolved with effect from the date of the filing of the present petition i.e. 23.01.2020. 16. A copy of this order be filed by the Official Liquidator with the Registrar of Companies within the statutory period, as provided for in the Act. 17. The petition is accordingly disposed of.