- (1.) This disclaimer application filed by PDGD Investments & Trading (P) Ltd. (hereinafter referred to as "PDGD") under Section 535 of the Companies Act has come up for consideration. The applicants prayed for a direction upon the Official Liquidator to make over possession of the concerned premises with knowledge that the Official Liquidator is not in actual possession. The applicant also asserted that the Official Liquidator has no use of the concerned premises for the beneficial winding up of the Company and the Official Liquidator is under a duty and obligation to disclaim the premises in favour of PDGD and the disclaimer will release the Official Liquidator and the Company in liquidation from performing onerous covenant. The applicant also prayed for a direction upon the Official Liquidator to remove the trespassers from the premises and to make over possession to them.
(2.) The applicant, PDGD acquired the ownership of the subject premises being demarcated portion of 2621 sq. ft. on eastern portion of 2 nd floor of premises of 14, Netaji Subhas Road, Kolkata on the basis of one scheme of arrangement sanctioned by this Court on 1 st February, 2006 under Sections 391 and 392 of the Companies Act, between M/s. Venkatesh Company Ltd., the erstwhile owners and PDGD Investments. In view of the scheme all ownership rights of M/s. Venkatesh Company Ltd. stood transferred and vested to PDGD. PDGD filed this application in the proceedings for winding up of the Company (in liquidation) i.e. Bangur Brothers Ltd. which was in occupation of the said premises as a tenant under M/s.
(3.) Venkatesh Company Ltd., the erstwhile owners and thereafter under PDGD, present owners, on a monthly rental. However, there is no written tenancy agreement between the parties. Bangur Brothers Limited wound up by an order dated 6 th December, 2006 by this Court. PDGD came to know about the order sometimes prior to 5 th February, 2009. Coming to know about the aforementioned order PDGD issued a letter to the Official Liquidator on 5 th February, 2009 to disclaim the said premises in respect of which the company (in liquidation) viz. Bangur Brothers Ltd. was a tenant PDGD also issued another letter on 13 th February, 2009.;