SHIV KUMAR SHARMA,J. - (1.) THIS company petition is filed for winding up under Section 433(e) and (f), read with Section 439(a) of the Companies Act, 1956.
(2.) THE petitioner company Shri Sidh Plantation and Farms Ltd. (in short 'the petition company') was incorporated on 24 -8 -1994 under the Companies Act, 1956 as a Public (P.) Company by Shares/Limited by guarantee as a limited Company. The authorised Equity share capital of the company is Rs. 10,00,000 (Rupees Ten Lakhs) divided into 1,00,000 (one lakh) equity shares of Rs. 10 each. The company have power to increase, reduce subdivide or to re -pay the same or to divide the same into several classes and to attach there to any rights to consolidate or sub -divided the shares and to vary such rights as may be determined in accordance with the regulations of the company. The main objects to be pursued by the company on its incorporation are - (i) To develop manage and carry on the business of agriculture, horticulture, floriculture, sericulture, plantation, forestry, gardening growing, farming cultivating, harvesting, grazing field, sheep farming, fish faming, animal husbandry, diaries and preserving, converting, chemically treating, altering, grinding, processing nursery, pastures, crops, trees, leaves, orchards, estates, fields, plantations, farmhouses, wastelands, barren lands, and lands live stock and planning, managing, running, improving, developing, maintaining, protecting, controlling, supervising, re -chaining, let ting or getting on lease, hire, contract or otherwise dealing in deserts, water resources, ponds, lakes, rivers, dams, canals, wells, natural resources and manufacturing the product and by products thereof for making them marketable and seller, buyer, importer, exporter of the product and by product as raw, finished or and semi -finished and to carry on the research and development work on and provide services as an advisors and consultant to private, semi -Government, Government bodies for protection on environ pollution control and corest, ment, animal husbandry, forest and agriculture. (ii) To carry on the business of farming, horticulture, floriculture, sericulture, dairies, cultivation of all kinds of foods grains, seeds, oil -seeds, fruits, proprietors of orchards and traders, importers, exporters, sellers, buyers and dealers in products of farming, horticulture, floriculture sericulture and fishing and to carry on the business of growers, manufactures, traders, grinders, rollers, processors, stores, cold canners and preservers and dealers of poultry products, fodder, fruits, dehydrated, canned or converted agricultural products, provisions, foods, vegetables, herbs, flowers and to extract by products and derivative whether edible, pharmaceutical, medicinals or of any kind or nature whatsoever and foods preparations of every kind and description and to carry on the business of tissue culture laboratories, production of plant, manufacturing of agro products and extraction of oils, horticulture activities and providing consultancy for the above referred objects whether in India or elsewhere. It is alleged in the petition that the object for which the petitioner's company was incorporated has substantially failed or it is now impossible to carry on the business of the company at a loss that is there is no reasonable hope of the business of the company at a loss that is there is no reasonable hope of the business at a profit, the agriculture land which was purchased on receipt of the deposits/investment from the public could not be put to any use and there is no possibility in sight of any smooth and efficient functioning of the company on commercial line because the company was put under financial losses due to large establishment and no accounts were prepared and maintained. The liabilities of the company have far exceeded its assets on account of which it could not file any return to the Registrar. When the petitioner's company was passing through the critical time, the short -term deposits in the meanwhile, under the Vijay and Akshay Yojna, became due and the depositors presented their cheques for payment in the Banks. Some of the depositors presented their cheque for payment before maturity period because they become suspicious about the credibility of the petitioner's company. Under such circumstances the business could not be commenced. Consequently the company stopped to accept the deposits since July 1997 and the business remained closed thereafter. Thus all other means of healing an ailing company were of absolutely no avail and the company became financially insolvent. The petitioner's company while lacing maximum pressure for payment by the investors depositors and looking to the insufficiency of funds, has finally decided to sell the lands after being converted into farm houses so that payment could be made to them. Accordingly the payment of Rs. 38,00,000 (Rupees Thirty eight lakhs) was made with interest /profit to 729 depositors against their investment of Rs. 27,92,000, ( Rs. 27,75,000 + 17,000) (Rupees twenty seven lakhs and ninety two thousands only). The petitioner company under the circumstances unable to carry out its business for want of funds. The company has neither paid the money due to the depositors or likely to be due in near future nor they are secured or compounded their reasonable dues in any manner. The petitioner's company is unable to pay its debts to the investors credits within the meaning of Section 433(c) of the Indian Companies Act and is under heavy financial liabilities and have no funds to pay. The petitioner company in the circumstances pray that it is just and equitable that the petitioner's company should be wound up as it has lost more money including the money collected/borrowed personally by the chairman from his; own family members and friends.
(3.) ON 24 -5 -2002 this Court directed the petitioner to publish in two News papers namely Siaresman (Delhi Edition), Rashiradoor (Jaipur Edition). In pursuance of the order issued by this Court, notice was published in Statesman (Delhi Edition) on 8 -10 -2002 and in Rashtradoot on 10 -10 -2002. The matter was listed thereafter before this Court but no objections in regard to winding up of the company has been filed in spite of notice being published.;