M/S HIMEC INDIA LTD v. Official Liquidator

1. This is a petition filed under Section 497(6) read with Section 497(3) of the Companies Act, 1956 (“Act”) and Rule 323 of the Companies (Court) Rules, 1959 by the Official Liquidator for voluntary winding up of M/s Himec India Ltd.

2. The Company has passed a Special Resolution in its Extraordinary General Meeting held on 26.06.2009 for voluntary winding up of the Company. Mr. Deepak Diwan was appointed as a Voluntary Liquidator of the Company.

3. The Registrar of Companies was informed regarding the voluntary winding up and the appointment of the 2014:DHC:6838 CO.PET. 761/2014 2 Voluntary Liquidator. Notices under Rule 315 of the Company (Court) Rules, 1959 were issued and filed Form No. 152 and Form 149 for declaration of solvency with Registrar of Companies and also other requisite forms were filed with the Registrar of Companies.

4. The Voluntary Liquidator has filed the requisite forms and notices were published in the Official Gazette on 01.08.2009 as well as “Business Standard” (English) and “Veer Arjun” (Hindi) newspaper along with Memorandum of Association and Article of Association with the Office of Official Liquidator. Copy of Form No. 23 has been filed with the Registrar of Companies.

5. Pursuant to section 497 of the Companies Act, 1956 final Extraordinary General Meeting of Members was held on 27.11.2009 and the Voluntary Liquidator filed the final accounts of the Company in Form Nos. 156 & 157 as prescribed under Rules 329 & 331 of the Companies (Court) Rules, 1959 before the Registrar of Companies and to the official Liquidator.

6. The Official Liquidator has received No Objection CO.PET. 761/2014 3 Certificate from the Registrar of Companies, No Dues Certificate from the Income Tax Department and was also intimated about surrender of the service tax registration to the Central Board of Excise and Customs. The Voluntary Liquidator has filed an affidavit with the Official Liquidator declaring that there are no outstanding dues/claims pending with any Government Department against the Company and/or against its Directors before any Court of law and an indemnity bond to the said effect has also been filed.

7. The Official Liquidator has scrutinized the record submitted by the Voluntary Liquidator and has recorded satisfaction that necessary compliances of section 497 of the Companies Act, 1956 and the other relevant provisions of the Companies Act, 1956 have been made and that the affairs of the Company has not been conducted in a manner prejudicial to the interest of its members or to the public.

8. The Official Liquidator, in these circumstances, has sought orders for winding up and final dissolution of the Company from the date of filing of the petition i.e. 25.11.2014. CO.PET. 761/2014 4

9. In view of the above and the satisfaction recorded by the Official Liquidator, the Company is wound up and shall be deemed to be dissolved with effect from the date of the filing of the petition i.e., 25.11.2014.

10. Copy of the order be filed with the Registrar of Companies within the statutory period as per the act by the Official Liquidator. The petition is disposed of.

SANJEEV SACHDEVA, J DECEMBER 08, 2014 st