Appeal allowed, judgment set aside, respondent ordered to pay, failure to comply may lead to winding-up.

The appeal was allowed, setting aside the judgment that refused to admit a winding-up petition against the respondent. The court directed the respondent to pay Rs. 1.84 crores in installments with interest and required them to deposit the balance sum by a specified date. Failure to comply would result in the admission of the winding-up petition. The parties were instructed to resolve the remaining claim through a suit.

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Issues Involved:
1. Refusal to admit a winding-up petition.
2. Dispute over freight charges and adherence to agreed rates.
3. Statutory presumption of insolvency under Section 434 of the Companies Act, 1956.
4. Bona fide dispute raised by the respondent.
5. Legal precedents on winding-up petitions and debt collection.

Detailed Analysis:

1. Refusal to Admit a Winding-Up Petition:
The appeal concerns an order that refused to admit a winding-up petition filed by the appellant against the respondent. The appellant, a carrier of the respondent's products, claimed outstanding freight charges. Despite multiple demand notices, the respondent did not reply, leading to the filing of the winding-up petition.

2. Dispute Over Freight Charges and Adherence to Agreed Rates:
The appellant argued that they were entitled to freight charges for goods carried over several years. However, the respondent contended that the appellant billed at rates higher than those fixed by Mr. D.P. Jajodia, as per their agreement. The appellant provided a statement of accounts showing an opening debit balance of Rs. 6.53 crores and a closing balance of Rs. 6.37 crores. The respondent disputed this, claiming they had paid bills verified at the agreed rates.

3. Statutory Presumption of Insolvency Under Section 434 of the Companies Act, 1956:
The appellant issued a statutory notice of demand, which the respondent did not reply to, leading to a statutory presumption of insolvency. The appellant argued that the respondent's failure to respond to the statutory notice should lead to the admission of the winding-up petition.

4. Bona Fide Dispute Raised by the Respondent:
The respondent argued that there was a bona fide dispute regarding the rates and amounts claimed by the appellant. They contended that the winding-up court was not the proper forum for resolving these disputes, which required thorough reconciliation over the entire period of transactions.

5. Legal Precedents on Winding-Up Petitions and Debt Collection:
The appellant relied on several legal precedents to argue that winding-up proceedings could serve as an "equitable mode of execution" for debt collection. The court discussed the discretion of the company judge in winding-up proceedings, emphasizing that a winding-up petition could be admitted if the debt was just and had no plausible defense.

Judgment Analysis:

Refusal to Admit the Winding-Up Petition:
The court noted that the learned single judge had observed that the dispute was limited to the fixation of rates and had directed the parties to reconcile their accounts. However, the reconciliation failed, and the respondent admitted to owing Rs. 1.84 crores, which they offered to pay in installments. The appellant did not agree to this.

Statutory Presumption of Insolvency:
The court emphasized that the respondent's failure to reply to the statutory notice of demand led to a statutory presumption of insolvency. The respondent needed to rebut this presumption by raising a bona fide dispute, which they failed to do before the initiation of the winding-up proceeding.

Bona Fide Dispute:
The court found the respondent's defense confusing and insufficient to rebut the statutory presumption of insolvency. The respondent did not provide a clear explanation for the difference between the claimed amount and the admitted amount of Rs. 1.84 crores.

Legal Precedents:
The court referred to various legal precedents, including decisions from the Supreme Court and the Calcutta High Court, to support the view that a winding-up petition could be admitted if the company failed to raise a bona fide dispute and the debt was just and proper.

Conclusion:
The appeal was allowed, and the judgment and order of the learned single judge were set aside. The court directed the respondent to pay Rs. 1.84 crores in installments, with interest at 9% per annum on the reducing balance. In case of default, the winding-up petition would stand admitted. For the balance claim, the parties were relegated to a suit, with the respondent required to deposit the balance sum with the Registrar Original Side by September 15, 2014. The appeal was disposed of without any order as to costs.

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