Mool Chand v. Pareek Commercial Bank Ltd.

Order

: 31st March, 2009 PRESENT HON'BLE MR. PRAKASH TATIA, J. Mr. Vikas Balia, for the Official Liquidator. BY THE COURT: <><><> The present petition for winding up of company M/s. Pareek Commercial Bank Ltd., Bikaner having its head office in Bikaner and branches in Jodhpur City and at several other places in Jodhpur and Bikaner Divisions was filed as back as on 15th April, 1952 and winding up order was passed by this Court on 31st July, 1952 on the ground that company was in embrassing situation and was unable to pay its debts and debts are not in dispute. After winding up order dated 31st July, 1952 the file was dealt in the office where the official liquidator went on submitting the periodical statement of accounts, but nobody requested for passing final oder for SB Company Petition No.1/1952 Mool Chand Vs.

Pareek Commercial Bank Ltd. 2 dissolution of the company and, therefore, the company petition of 1952 remained pending up till today i.e., for more than 56 years. Be it as it may be, when this Court directed to list all and company matters in the court then this file was listed in court on 16th Dec., 2008. On 16th Dec., 2008 official liquidator submitted that few separate orders were passed on misc applications submitted in company petition no.1/52 which were also perused by this Court. Those orders were 5th Sept., 1997 and 12.2.1998. In the order dated 5th Sept., 1997 this Court already noticed that it is not easy to trace the creditors of the company or even their legal representatives and, thereafter, this Court permitted the official liquidator to serve notice by publication of the notice straightway in newspaper so that creditors who may be interested may submit their claims and may appear before this Court also.

From order dated 12.2.21998 it appears that official liquidator submitted report and suggested that 100% dividend should be declared to the creditors of the following classes : (i)Depositors in the saving bank amount excluding the SB Company Petition No.1/1952 Mool Chand Vs. Pareek Commercial Bank Ltd. 3 amounts tailing u/s 43-A of Banking Companies Act amounting to Rs.68,044.34. (ii)Depositors in the current bank account 53,759.94. (iii)Depositors in F.D. account amounting to Rs.1,09,685.73. Total Rs.2,31490.01. In the order dated 12.2.2008 about financial position of the company and its liability and its assessment this was brought to the notice of the court, which has been taken note of by this Court as under: - “Looking to the fact that the winding up order was passed 46 years back and the value of furniture is being shown the same through out in the accounts it cannot be expected that any furniture of any realisable value would be existing with the official liquidator.

The amount is allowed to be written off. It is likely that some amount if dividend is likely to remain unpaid because of untraceability of the creditors.....” This Court ordered that unpaid amount will remain with the Central Government to be paid to the claimants as and when they lodge their claim. Virtually dead litigation is SB Company Petition No.1/1952 Mool Chand Vs. Pareek Commercial Bank Ltd. 4

lying in the High Court since 1952. Neither the creditors nor the share holders of the company nor any person has lodged any claim as per the record of the company petition no.1/52. Now the official liquidator has submitted that status report of the company in pursuance of the direction of this Court dated 2.2.2009 from which it appears that in spite of public notice in the newspaper in the year 1998 no creditor turned up to the office of the official liquidator for collecting the dividend, therefore, unclaimed dividend of Rs.231490.01/- has been transferred to Registrar, Companies, Rajasthan, Jaipur in pursuance of Section 55 of the Companies Act, 1956 vide challan dated 10th Nov.,

1998. After transfer of the unclaimed dividend amounting to Rs.231490.01/-, the company in liquidation is having fund of Rs.1,13,029/-. The official liquidator then moved an application dated 8.2.1999 in the present company petition no.1/52 for declaring 100% dividend to unsecured creditor for Rs.60,121.53. This Court allowed the prayer vide order dated 12.2.1999 and in compliance of the said order, the action taken by the official liquidator was placed before this Court vide application no.1/2004. The application SB Company Petition No.1/1952 Mool Chand Vs. Pareek Commercial Bank Ltd. 5 no.1/2004 was allowed by this Court vide order dated

24.12.2004 and unclaimed amount of dividend has been transferred to the Registrar, Companies, Rajasthan, Jaipur vide challan dated 3rd June, 2004. The copies of the challan have been placed on record alongwith the status report. The official liquidator submitted that this Court vide order dated 21st April, 1999 passed on application dated 5th July, 1999 in present company petition and permitted the official liquidator to prepare the list of contributors in prescribed form no.79 of the Company (Court) Rules, 1959 before this Court as S.B. Company Application No.2/2004 and this Court vide order dated 24.2.2004 took on record the fact referred above. The Official Liquidator submitted his report regarding service of notice on contributory in Form No.81 vide S.B. Company Application No.06/2004 and this Court vide order dated 13.8.2004 took the aforesaid fact on record. It will be worthwhile to mention here that for such a company a notice was issued by the Income Tax Office, Company Ward-2, Jaipur dated 6th Oct., 1999 under Section 226(3) of the Income Tax Act, 1961 demanding SB Company Petition No.1/1952 Mool Chand Vs. Pareek Commercial Bank Ltd. 6 Rs.185433/- as due from the company liquidation M/s. Pareek Commercial Bank on account of income tax interest. The Official Liquidator when came to know about the said notice from the Income Tax Department, he submitted company application no.1/2004 and then submitted application under Section 273A for waiver of interest and under Section 220(2) of the Income Tax Act, 1961 before the Commissioner of Income Tax, Jaipur on 14th Sept., 2001 through Shri N.C. Jain, CA. The official liquidator submitted that on the date of filing of this status report/application, the company is having sum of Rs.46679.75/- and out of this fund, the fee of learned Chartered Accountant of Rs.5500/- be allowed for payment and balance amount may be allowed to transfer in pursuance to Rule 283 of the Rules of 1959 in company liquidation account in the public account of India in the Reserved Bank of India. Except that a matter is pending before the Commissioner, Income Tax, Jaipur for waiver of amount claimed by the Income Tax Department and none of the directors or anybody is interested in running the company and virtually it is a dead company since last more than 56 SB Company Petition No.1/1952 Mool Chand Vs. Pareek Commercial Bank Ltd. 7 years there appears to be no reason for not passing order for dissolution of the company and in view of the judgment delivered in the case of CIT Vs. Golcha Properties Pvt. Ltd. (in liquidation) (1988) ITR 393, the pendency of matter before the Income Tax Commissioner will not have any bearing on the issue whether the company may be dissolved. The facts referred above in detail clearly shows that the company has been completely wound up and this Court is of the opinion that it is just and reasonable in the circumstances of the case that order of dissolution of company should be made under Section 141. Therefore, it is hereby ordered that M/s. Pareek Commercial Bank Ltd., Bikaner is dissolved with immediate effect. Copies of this order be sent to the Official Liquidator, Jaipur and Registrar of Companies, Jaipur for necessary action. c.p.goyal/- (PRAKASH TATIA), J.