- (1.) This petition under Section 541, 542 and 543 of the Companies Act, 1956 (hereinafter referred to as 'the Act') has been filed by the official liquidator with a prayer that this Court should examine into the conduct of the respondents who are the ex-Directors of M/s. Faridabad Rubber Soles Private Limited (now in liquidation and for short, 'the Company') and compel them to repay or restore the monies and properties of the Company by way of compensation as, according to him, they had misapplied, retained, or became liable or accountable for the monies and properties of the Company by reason of their acts of misfeasance or breach of trust in relation to the Company.
(2.) On a creditor's petition filed in Feb. 1985 (C.P. 10 of 1985) the Company was ordered to be wound up on Oct. 16, 1986 and the official liquidator attached to this Court was appointed as its liquidator. Respondent No. 1 was the Managing Director of the Company at the time of its winding up and respondent 2 had left the country and could not be served in the present petition the proceedings against her were allowed to be separated to be continued as and when the liquidator could procure her presence. Consequently, the present proceedings are being taken only against respondent No. 1.
(3.) In pursuance of the orders passed by this Court in C.P. No. 23 of 1987, respondent 1 field the statement of affairs of the Company under Section 454 of the Act on 23/05/1988. In the said statement a sum of Rs. 10,97,872.21 ps. was shown as due to the Company from different parties with whom the Company had trade relations. Similarly another sum of Rs. 57,146,18 ps. was also shown due to the Company by way of loans and advances made by it to different parties. Both these amounts were shown to be due to the Company as on 12/07/1982. The only allegation made in the petition is that respondent 1 as Managing Director of the Company acted negligently and did not take any steps to recover these amounts from the parties from whom they were due and thereby he caused loss to the Company to the extent of the amounts due. It is further alleged by the official liquidator that by the time he took over the Company these amounts had become barred by time and could not, therefore, be recovered. According to the petitioner, the inaction of the respondent amounted to an act of misfeasance or breach of trust on his part in relation to the Company and that he and respondent No. 21 were liable to compensate the Company. The prayer made is that a decree be passed against respondent No. 1 to the extent of the amount which he failed to recover for the Company together with interest.;