Company winding up jurisdiction does not extend to adjudicating a guarantor's independent liability under section 446.

Section 446 of the Companies Act, 1956 enlarges the Company Court's jurisdiction to matters relating to winding up, but it is intended to facilitate an effective summary liquidation process. A guarantor's request to have his independent liability to a creditor determined, including objections based on non-registration of charge, loss of security, and post-winding-up interest, was treated as outside the incidental matters covered by section 446(2)(d). The company court was not required to adjudicate the guarantor's liability for the purposes of winding up, and such defences could be raised in appropriate proceedings, including quia timet relief where available. The requested stay and adjudication against the guarantor was therefore not maintainable.

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Issues: Whether a guarantor could invoke section 446 of the Companies Act, 1956 to challenge recovery proceedings and seek adjudication of his liability in the company's winding up.

Analysis: Section 446 enlarges the Company Court's jurisdiction to entertain claims and questions relating to or arising in the course of winding up, but the provision is aimed at facilitating effective and summary winding up of the company. The applicant's request was, in substance, for determination of the guarantor's independent liability to the creditor and the alleged consequences of non-registration of charge, loss of security, and post-winding-up interest. Those matters were held not to be incidental to winding up in the sense required by section 446(2)(d). The Court noted that a guarantor may raise his defences in appropriate proceedings, including quia timet relief where available, but the Company Court was not required to decide the guarantor's liability for the purpose of winding up the company.

Conclusion: The application under section 446 was not maintainable for the relief sought and the request to adjudicate or stay recovery against the guarantor was rejected.

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