MARUTI LTD Vs. PARRY AND CO LTD

JUDGEMENT

(1.) FACTS leading to the filing of this petition under Section 446 of the Companies Act, 1956 (for short, "the Act"), read with Rule 9 of the Companies (Court) Rules, 1959, briefly, are that petitioner No. 1 was ordered to be wound up by an order dated March 6, 1978, passed in Company Petition No. 126 of 1977, which was presented on May 16, 1977. Petitioner No. 1 was acquired by petitioner No. 2 by virtue of the Maruti Limited (Acquisition and Transfer of Undertakings) Act, 1980 (Act 64 of 1980) (hereinafter referred to as "the 1980 Act"), along with the right, title arid interest excepting the liabilities of the company ordered to be wound up. Petitioner No. 1 had business dealings with the respondent-company and it opened a running account of the respondent on June 23, 1972. Petitioner No. 1 and the respondent continued to have business transactions till January 14, 1976, on which date the credit-debit balance was struck and it was found that the respondent was liable to pay Rs. 10,168 to the petitioners. A notice of demand was sent to the respondent on March 30, 1978, calling upon it to pay the amount of Rs. 10,168. 80 with interest at the rate of 12% per annum from the date the amount fell due, within 7 days of the receipt of the notice, failing which legal proceedings shall be initiated against it. The respondent company, in its reply to the notice sent, vide letter dated April 14, 1978, admitted that a sum of Rs. 10,000 was due to petitioner No. 1, but it claimed that since the declaration in Form C was not supplied by petitioner No. 1 as required under the Central Sales Tax Act, 1956, it was" entitled to deduct excess sales tax. The respondent company deducted an amount of Rs. 5,269. 35 out of the amount due and remitted the balance amount of Rs. 4,730. 65 through cheque to the petitioner-company. The petitioners had claimed a sum of Rs. 18,099 inclusive of interest in this petition.

(2.) THE respondent, in its written statement, maintained that the alleged credit-debit balance struck on January 14, 1976. by the petitioner is factually incorrect. It was further pleaded that petitioner No. 1 had placed an order with the respondent for supply of 11 KV/0. 433 KV--1000 KVA Kir-loskar make transformers, vide Ref. No. C/672/4998, dated June 23, 1972. As per Clause 5 of the order, the purchaser had to pay 3% surcharge and to provide Form C to cover the sales. In the purchase order, Central sales tax registration number of petitioner No. 1 was quoted to show that petitioner No. 1 was a registered dealer under the Central Sales Tax Act and was entitled to make purchases at the concessional rate of tax. Petitioner No. 1 also made purchases in pursuance of its order dated June 23, 1972, vide Bill No. 33440032, dated September 10, 1974, for Rs. 61, 500 with tax liability of Rs. 5,150, and Bill No. 33300733, dated May 30, 1975, for Rs. 1,326. 14 with tax liability of Rs. 119. 35. As the purchaser, as per terms mentioned in the purchase order dated June 23, 1972, was supposed to send the declaration in Form C no tax was charged from it. The respondent waited for the declaration in Form C but the same were not supplied by petitioner No. 1. The respondent was left with no other alternative but to adjust the tax liability of Rs. 5,269. 35 and send the balance amount of Rs. 4,730. 65 to petitioner No. 1, vide letter dated April 14, 1978. The respondent maintained that, after the payment of this amount, nothing is due from it to the petitioners.

(3.) FROM the pleadings of the parties, the following issues were framed : 1. Is an amount of Rs. 10,168. 80 as principal due from the respondent? 2. Is the petitioner-company entitled to recover an amount of Rs. 7,931 as interest at the rate of 12% per annum up to the date of riling of the petition ? 3. Are the petitioners entitled to future interest at the rate of 12% per annum ?