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IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 19TH DAY OF AUGUST, 2016 BEFORE THE HON’BLE MR. JUSTICE L.NARAYANA SWAMY O.L.R. No.8/2016
BETWEEN
Official Liquidator, Attached to the Hon’ble High Court of Karnataka, Corporate Bhavan, No.26-27 12th Floor, M.G.Road, Bengaluru-560 001. …Petitioner
(By Shri.K.S.Mahadevan and Shri.V.Jayaram, Advocates for O.L.)
AND
Nil …Respondent ****
This OLR is filed under Section 497(6) of the Companies Act, praying that M/s. Sanyo India Private Limited (in Member’s Voluntary Winding Up) may kindly be ordered to be dissolved from the date of submission of this report.
This OLR coming on for Orders, this day the Court made the following:
ORDER
Heard the learned counsel for Official Liquidator on the present report.
This report is filed under Section 497(6) of the Companies Act, 1956 seeking dissolution of the Company. The Official Liquidator has stated that the companies registered under the Companies Act, 1956 can be put to an end by only any one of the two ways i.e., either through the machineries of winding up or by their names being struck off from the Register by the Registrar of Companies as defunct Companies under Section 560 of the Companies Act. Winding up is a means by which the dissolution of a Company is brought about and its assets realized and applied in payment of its debt, and after satisfaction of debt, the balance, if any, is paid back to the members in proportion to the contribution made by them to the capital of the Company.
The Official Liquidator has stated that the Company was incorporated with the Registrar of Companies, Bengaluru, on 26th May 2005 bearing Corporate Identity Number
3 U32107KA2005PTC042121 with the authorized capital of Rs.10,31,00,000/- and paid up capital of Rs.10,31,00,000/-, having its registered office situated at 2nd Floor, Jubilee Building, 45, Museum Road, Bengaluru – 560 025. A downloaded copy of master data from the MCA web-page giving full details of the Company is produced as per Annexure- ‘A’. 4. The Official Liquidator has also stated that the Company has filed Form No.149 on 25/05/2014 with Registrar of Companies i.e. declaration of solvency embodying a statement of assets and liability pursuant to Section 488 of the Companies Act, 1956. Mr. K. Dushyantha Kumar, #71, Shop Street, 9th Cross, Jaya Nagar, 2nd Block, Bengaluru – 560 011, was appointed as Voluntary Liquidator of the Company and he has delivered to the Registrar of Companies, Bengaluru for registration, a notice of his appointment in the prescribed Form No.152 on 09/06/2014. The Statement of accounts i.e. Form No.156, showing how the winding up has been
4 conducted and the property of the Company has been disposed and the return of final winding up pursuant to Section 497 of the Companies Act, 1956 i.e. Form No.157 was filed with Registrar of Companies Bengaluru for registration on 21/01/2016 and 21/01/2016 respectively. A copy of challans (GAR.7) evidencing the filing of Form No.149, 152, 156 and 157 is produced as per Annexure-‘B1 to B4’. It appears from the Liquidator’s statement of account that during the course of winding up, the net realization amount was Rs.189,51,06,779-41 and total realized amount has been paid to the trade debtors and to the contributories. A copy of the Form No.156 is produced as per Annexure-‘C’.
That the Income Tax Office Ward No.6(1) (1), Bengaluru vide his letter dated 06/03/2015 has informed that there is no outstanding demand/dues against the Company, which is marked as Annexure D.
5 6. Looking at the material on record and the documents, it emerges that the Liquidator has done all that he can do in winding up the affairs of the Company and the Company has filed all necessary statutory return pertaining to member’s voluntary winding up, with the office of Registrar of Companies, Bangalore. 7. It is submitted that the affairs of the Company have not been conducted in a manner prejudicial to the interest of the members/creditors or public interest and the company is liable to be dissolved. Accordingly, O.L.R.No.8/2016 is allowed. Official Liquidator shall produce a copy of this order before the Registrar of Companies within 30 days from the date of receipt of a copy of this order.
Sd/- JUDGE
BMV*