A.K. Banerji, J. - (1.) The above-noted application has been filed by the official liquidator, under Section 481 of the Companies Act, 1956 ("the Act", in short), for dissolution of the company U. P. Presstressed Company Ltd. (hereinafter referred to as "the company in liquidation").
(2.) The relevant facts, in brief, are that the company (in liquidation) was promoted as a joint sector company by the U. P. Small Industries Corporation (U.P.S.I.C.) which had 51 per cent. shares and the opposite party No. 3, R. K. Kapoor, a private entrepreneur, having 49 per cent. shares. The company failed to run and a winding up petition No. 15 of 1987 was filed in this court by the promoter U.P.S.I.C. for winding up of the company (in liquidation). This petition was allowed on April 5, 1989, and the official liquidator, attached to this court, was appointed the liquidator. Notices were issued by the liquidator to the ex-directors of the company for handing over charge of the assets and the records of the company, under Section 456 of the Act and also to file the statement of affairs, under Section 451 of the Act. However, only some of the records were handed over by the officers of the U.P.S.I.C. which were incomplete. No statement of affairs was, however, filed by any of the directors. Consequently, the official liquidator filed Company Application No. 24 of 1992 before this court, under Sections 454(5), 456(1) and 468 of the Act, praying that cognizance for default may be taken against the ex-directors of the company (in liquidation). On notice being issued, a counter-affidavit was filed by one of the nominee directors of the U.P.S.I.C. stating that whatever records were available with the U.P.S.I.C. were submitted to the official liquidator and that the affairs of the company was being managed by opposite party No. 3, namely, Sri R. K. Kapoor, who was the promoter director of the private entrepreneur. The said R. K. Kapoor, however, in spite of best efforts, could not be served at his recorded address and the official liquidator was unable to trace his present address despite efforts.
(3.) The official liquidator has now filed the present application, under Section 481 of the Act, stating that the company be dissolved as in the facts and the circumstances of the present case, the winding up proceedings cannot proceed.;