Prakash Krishna, J. - (1.) HEARD Sri R.P. Agarwal, learned Counsel for the petitioner -company and Sri P.K. Pandey, advocate holding brief of Sri Anoop Trivedi, learned Counsel appearing on behalf of the respondent -company.
(2.) THIS is a petition for winding up of the respondent -company Under Section 433(e) and (f) read with Section 434/439 of the Companies Act, 1956. The respondent -company, i.e., Anand Tissues Ltd., is a public limited company and its authorised capital is Rs. 750 lakhs. Its registered office is situate at Bhrigu Ashram, 49/4, Mansarovar, Meerut, U.P. The case of the petitioner -company is that it is engaged in the manufacture of sodium sulphite and sodium bisulphite at its factory situate at Gujarat. The petitioner claims that it is a small scale unit and registered with the Industries Department of the State of Gujarat. It appears that a contract for supply of sodium sulphite and sodium bisulphite was entered into between the petitioner and the respondent -company. The petitioner claims that it has been maintaining proper books of account and the ledger account of the respondent -company in the regular course of business. The case of the petitioner -company is that there was a total balance of Rs. 32,19,118 as on 31 -3 -2008. In spite of repeated demands and requests to clear the outstanding dues, the respondent -company has failed to discharge the mid debt. Ultimately, a notice dated 25 -3 -2008, Under Section 434 for winding up was given. By the said notice, the respondent -company was asked to clear the outstanding dues failing which the proceedings for winding up shall be initiated. The receipt of the said notice is not disputed. However, no reply was given by the respondent -company. Hence, the present petition for winding up of the respondent -company under the aforestated sections has been filed. In response to the show -cause notice, before admission of the winding up petition, a counter affidavit has been filed. In the counter affidavit it has been stated that the goods supplied by the petitioner -company were of inferior quality. Further, it has been stated in paragraphs 19 and 20 (only these paragraphs were referred during the course of arguments) that the respondent -company asked the petitioner -company to adjust the amount for inferior materials as the same had been rejected after clinical tests. Necessary information about the rejection of the materials on the basis of inferior quality was given to the petitioner -company. A dispute has also been sought to be raised in the counter affidavit that the petitioner -company is demanding the price of the goods supplied at the higher rates over and above the prevailing market rates shown in the bills.
(3.) IN the rejoinder affidavit, the contents of paragraphs 19 and 20 of the counter affidavit have been denied and the averments made in the original petition have been reiterated. It has been further stated in the rejoinder affidavit that the respondent -company has unilaterally debited certain amount from the account of the petitioner -company and even after adjustment of those amount, a sum of Rs. 31,05,717 is still due from the respondent -company.;