1986 (3) TMI 282 - HC - Companies Law

Court allows appeal, directs Official Liquidator to disclaim premises, waives rent claims, permits removal/sale of structures.

The court allowed the appeal, directing the Official Liquidator to disclaim the demised premises and hand over possession to the appellants. The ... Winding up – Powers of liquidator Issues Involved:1. Injunction against the Official Liquidator.2. Recall of sale notice.3. Disclaimer of demised premises.4. Direction for possession handover.5. Stay of order for sale of tenancy rights.Summary:1. Injunction Against the Official Liquidator:The appellants sought an order of injunction to restrain the Official Liquidator from selling, transferring, or encumbering the demised premises situated at Kaikhali, Dum Dum. The court noted that the lease was not covered by the West Bengal Premises Tenancy Act, 1956, and the company was directed to be wound up by an order dated June 5, 1972. Despite this, rent was paid until June 1981, after which the company court directed the Official Liquidator to sell the leasehold property.2. Recall of Sale Notice:The appellants requested the recall and cancellation of the sale notice, arguing that the tenancy right of a company in liquidation was not saleable and amounted to a transfer by operation of law. The court observed that the property had not been sold due to a lack of bidders and noted the Official Liquidator's inability to sell the property since 1981.3. Disclaimer of Demised Premises:The appellants sought leave for the Official Liquidator to disclaim the demised premises. The court considered the Supreme Court's decision in Ravindra Ishwardas Sethna v. Official Liquidator, which held that the liquidator could not retain possession of premises not needed for winding up. The court agreed that the lease had been forfeited due to non-payment of rent and the company's liquidation, and thus, the Official Liquidator should disclaim the property.4. Direction for Possession Handover:The appellants requested a direction for the Official Liquidator to hand over possession of the demised premises. The court found that the contractual tenancy had ended due to non-payment of rent and the company's liquidation. The court directed the Official Liquidator to disclaim the premises in favor of the appellants and hand over possession immediately.5. Stay of Order for Sale of Tenancy Rights:The appellants sought a stay of the order dated August 7, 1984, for the sale of the tenancy rights. The court noted that the Official Liquidator had made various unsuccessful attempts to sell the property and concluded that it was not necessary to retain the property for the efficient winding up of the company. The court allowed the appeal, set aside the order for sale, and directed the Official Liquidator to disclaim the premises.Conclusion:The court allowed the appeal, directing the Official Liquidator to disclaim the demised premises and hand over possession to the appellants. The appellants waived all claims for rent or mesne profits for periods beyond what had already been paid. The Official Liquidator was given leave to remove or sell the existing structures on the premises within three months. The court did not address the broader question of whether a lease automatically ends upon the winding up of a company.