A.K. Banerji, J. - (1.) This application by the official liquidator has been filed under sections 454(5), 456 and 468 of the Act praying that cognizance be taken against the opposite parties for committing default and not filing the statement of affairs and further to hand over the complete books of account, papers and documents and assets of the company to the official liquidator.
(2.) On a notice being issued on the said application, a counter affidavit has been filed on behalf of the opposite party No. 2, Shri R.K. Kapoor, who was one of the nominee directors on behalf of the U.P. Small Industries Corporation. It has been stated in the counter affidavit that the company was promoted as a joint sector company by the U.P. Small Industries Corporation in collaboration with (a) private entrepreneur of which 51% of the share capital was contributed by the U.P. Small Industries Corporation (UPSIC Ltd.). As the company failed to run, company petition No. 18 of 1984 was filed by the UPSIC Ltd. for its winding up. The winding up petition was allowed in the year 1988 and the official liquidator, High Court, was appointed the liquidator. It has been further stated in the counter affidavit that the company was actually in the effective control of the private entrepreneurs, namely, the opposite parties Nos. 4 and 5 who were in joint possession and, consequently, all the records and the books were with the said directors. However, from whatever records available to the opposite party No. 2, a statement of affairs has been filed. The official liquidator has, however, stated in the rejoinder affidavit that the statement of affairs which has been filed by the opposite party No. 2 is wholly incomplete. Opposite parties Nos. 4 and 5 have not filed any counter affidavit.
(3.) I have heard the official liquidator in support of his application and Sri S. Verma, learned counsel appearing for the opposite party No. 2. From the record of this case and from the official liquidator's Report No. 45 of 1995, it is evident that despite the direction given to the UPSIC Ltd. to get the statement of affairs prepared through a chartered accountant, the said exercise has failed as the records were not available. The matter is pending before the court since the year 1984 and the liquidation proceedings could not proceed on account of this deadlock. From the official liquidator's report, it also appears that the State Bank of India which was a secured creditor and had advanced heavy amount to the company (in liquidation) has already filed a suit for recovery of the amount against the company (in liquidation). Taking into consideration the facts of the present case, this court is of the view that no useful purpose will be served in pursuing the aforesaid application any further. Specially, in view of the fact that the private entrepreneur directors are not traceable. This can be a fit case where application can be filed for dissolving the company under section 481 of the Act.;