Das Gupta, J. - (1.) This appeal is against the order made by Banerjee J, on the application of a paid up shareholder of the Davco Products Ltd. to wind up the Company. The grounds on which the order was asked for were that the Company had suspended business for more than a year, that it was unable to pay its debts and that as the substratum of the Company was gone, it was just and convenient that the Company should be wound up. The application was contested by the Company. It was supported by two other paid-up share-holders and also by two persons who claimed to have been employed by the Company and to have obtained decrees for arrears of salary due to them against two of the Directors and claimed to be the creditors of the Company. Of the other creditors, the Imperial Bank of India, claiming dues of over Rs. 1,50,000/- for which a suit was pending in the Court of the Subordinate Judge, Alipore, appeared and denied certain allegations made against them by the applicant but did neither support nor oppose the application for winding up.
(2.) At the hearing of the application, nobody appeared to oppose the same. The learned Judge held that this was an application on behalf of the share-holders to wind up a company and was supported by several creditors, that the company had practically done nothing during the last 4 or 5 years, that the company was insolvent and that it was just and equitable to make the winding up order.
(3.) The main point urged on behalf of the appellant is that as the application is by a fully paid up share-holder, he is bound to allege and prove, in the first place, that on the winding up there will be such a surplus available for distribution to the fully paid up share-holders and that the applicant has a tangible interest in the matter.;