Winding-up for inability to pay admitted debt follows where no meaningful assets or business viability are shown.

A company may be wound up when it admits a debt but remains unable to discharge it and the record shows no real business viability. Here, the admitted liability stayed unpaid despite notice, and the company produced no material showing capacity to pay. The official liquidator's report recorded no immovable assets, no plant or machinery, and only a small bank balance, with no creditor claims received. On those facts, the Court found inability to meet admitted debts and no viable basis for continued existence, and the winding-up petition was allowed.

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Issues: Whether the respondent-company should be wound up for inability to discharge its admitted debts and on the ground that it was just and equitable to wind up the company.

Analysis: The admitted liability remained unpaid for a prolonged period despite notice. The company did not place material showing any real capacity to meet the debt. The official liquidator's report showed that the company had no immovable assets, no plant or machinery, and only a small bank balance, while no claims were received from creditors. On these facts, the company was unable to discharge its admitted liabilities and there was no viable basis to continue its existence.

Conclusion: The petition for winding up was allowed and the company was ordered to be wound up.

Ratio Decidendi: Where a company admits the debt but remains unable to pay it and the record shows no meaningful assets or business viability, a winding-up order is justified under the statutory insolvency grounds.

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