- (1.) This Company Petition, under Secs. 433(e) and 434 of the Companies Act, 1956 (for short 'the Companies Act') is filed by M/s. National Research Development Corporation, praying to pass an order of winding up against the respondent, namely M/s. Electro Flux (P) Ltd., and to appoint the Official Liquidator attached to this Court, as Provisional Liquidator to take custody of its assets.
(2.) The petitioner, which is a Government of India enterprise, is a leading research organization in the country. The petitioner states that the respondent approached them for "know how" to manufacture submerged Arc Welding Flux, and to grant them permission to use the invention with an assurance that they would pay premium and royalty. Accordingly, an agreement was entered into by the petitioner with the respondent on 1-3-1984, whereunder the respondent agreed to pay royalty of Rs.15,000/- and licence fee for a period of ten years and 2.5% of the proceeds on net ex-factory sale price.
(3.) The petitioner further states that as per the agreement, they developed "know how" for the manufacture of submerged Arc Welding Flux as required by the respondent, and the respondent having utilized and enjoyed the "know how" for their commercial purposes and having made profits, did not pay the royalty as agreed and committed default, and utilized the entire sale proceeds to their advantage.;