- (1.) M. C. Jain, J. This is winding up petition made by the petitioner Gupta Gasoline Distributor against the respondent- company-Sharda Refrigeration Company Pvt. Ltd. having its registered office at 48/48a, Baluaghat, Allahabad for its winding up. The petitioner is a creditor of the respondent-company. The petition has been presented with these allegations:
(2.) THE respondent-company was ap pointed the sole distributor of Birla Blue Flames Ltd. SCO 837, Mani Majra, Chan digarh engaged in distribution of Im ported LPG under the parallel marketing of LPG Policy of Government of India, for several Districts of State of U. P. including District Meerut, THE respondent- com pany was assigned by Birla Blue Flames Ltd. to appoint dealers for Meerut District for the smooth running and effective work ing of the business in LPG Cylinders. For this purpose the respondent- company ap pointed the petitioner as its sub-dis tributor for appointment of dealers in Meerut District. An agreement was entered into between the petitioner and the respondent-company on 6-11-1993 on payment of Rs. one lac as security deposit. THE amount was agreed to be refunded at the rate of 24% interest per annum. Be sides, premium of Rs. Three lacs was also charged bearing interest at the same rate. On the assurance of the respondent-com pany, the petitioner appointed dealers in District Meerut but no progress in busi ness was made by the respondent-com pany. THE petitioner surrendered sub- dis tributorship of the respondent-company in the (sic) 1995 vide letter dated 20-6-1995 and asked for the refund of its deposit and expenses incurred as also for damages on account of loss of business. THE amount asked for was Rs. 10,92,500 plus interest at the rate of 24% per annum from the date of deposit. In response to letter of the petitioner the respondent desired a per sonal meeting to settle the claim. THE meeting was held on 18-7-1995 and the settlement was arrived at for payment of Rs. 5,92,500 only plus interest at the rate of 15% from 1-4-1994. This settlement was confirmed by the respondent-company by letter dated 19-7-1995. However, no pay ment was made and only empty assurances were given by the respondent-company in-spite of several letters sent by the petitioner. Statutory notice was sent by the Petitioner to the respondent-company on -2-1996 in reply whereof the respondent-company confirmed the outstanding amount but requested for one month's time to make payment. However, nothing materialised and the petitioner filed this winding up petition. While moving the winding up peti tion, the petitioner simultaneously moved an application for passing restraint order against the respondent-company regard ing the disposal of their property during the pendency of the petition. While issuing notice to the respondent-company on 23-8-1996 this Court restrained the respon dent-company from selling/transferring the land and construction of Khasra plot Nos. 120,130,131 and 133 in village Dulhapur, Tehsil Phoolpur, District Al lahabad. On service of notice, the respon dent-company made an application dated 4-8-1999 (A-11) seeking permission to dis pose of land and construction over the khasra plot aforesaid so as to clear of its liability owed to the petitioner. An af fidavit of Rajendra Kumar, Managing Director of the respondent- company came to be filed in support of this application. Paragraphs 2, 3 and 4 of the same are material. Herein, the respondent-company has clearly accepted its liability to pay the amount in question to the petitioner viz. Rs. 5,92,500 with interest at the rate of 15 per cent per annum from 1-4-1994. However, it has been averred that it is facing serious financial crises and has decided to dispose of its assets consisting of land and construc tion. It has, accordingly, sought permis sion to sell off the land and construction of the khasra numbers aforesaid.
(3.) I have heard Sri Arjun Singhal, learned Counsel for the petitioner and Sri Vishnu Gupta, learned Counsel for the respondent-company. The petition is at admission stage. What is material at this juncture is that the respondent-company clearly admits its liability towards the petitioner in respect of the amount claimed by it (petitioner ). Therefore, the petition should be ad mitted and advertised under Rule 24 of the Companies (Court) Rules. 1959.;